


Spider-ling, Spider-Boy, Spider-Man

by JustmeSpidey



Category: Iron Man (Movies), Marvel Cinematic Universe, Spider-Man - All Media Types, Spider-Man: Homecoming (2017), The Avengers (Marvel Movies), The Avengers (Marvel) - All Media Types
Genre: Dad!Tony, Gen, Irondad, Peter being adorable, Platonic Relationships, Spider-Man hanging with the Avengers, Spider-Man: Homecoming Spoilers, Tony trying to keep him safe, all that fun stuff, spiderson
Language: English
Status: In-Progress
Published: 2017-07-18
Updated: 2018-07-14
Packaged: 2018-12-03 16:48:42
Rating: Teen And Up Audiences
Warnings: No Archive Warnings Apply
Chapters: 16
Words: 169,632
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/11536347
Author URL: https://archiveofourown.org/users/JustmeSpidey/pseuds/JustmeSpidey
Summary: Peter Parker, aka Spider-Man, has finally joined all our favorite characters in the Marvel Cinematic Universe! This is a growing collection of semi-connected one-shots that explore some of the possible interactions MCU!Spider-Man could have with the Avengers, the relationships he could form, and the many fun and entertaining situations that could result.





	1. The Plane Ride Over

_Dear God, what have I gotten myself into?_

It had been wider than he'd expected on the inside, and a bit of an overload to the senses. Leather, oil, metal, cologne, and stale alcohol were just a handful of the powerful smells that flooded over him upon entry, and seemed more poignant than ever now. The hum of the engines sounded dull to the one other occupant of the aircraft, but to him was a deafening roar that reverberated through his whole body and made the floor quake beneath his feet. He sat at the end of a row of empty seats, trying to soak it all in, jittery and wide-eyed.

 _I'm on the Quinjet. The_ Avengers'  _freaking Quinjet! This is insane—crazy! W-what was I even_ thinking _about before all this happened? Grocery shopping, web-shooter upgrades, that European cultures project that I still haven't started? Oh crap! Will this count as an unexcused absence? I hope I'll be home before school tomorrow so that's not an issue. He can work something out for me if I'm not, right? I mean, he's an_ Avenger, _and who the hell wouldn't listen to—?_

"How's it feel, kid? Fit well enough?"

Peter Parker was startled from his thoughts by the voice, and glanced up quickly. "Huh? Oh, uh, y-yeah, I think so. Good. Great. Like a spidery glove." He pulled at the red material above his wrist and snapped it against the back of his hand, astonished by how dramatic an upgrade the suit was from the piece of crap he'd thrown together from garbage scraps and dared called a superhero costume. From the delicate web details, to the dual spider insignias, to the popping red and blue color scheme—it was  _amazing,_  unreal. His dry throat couldn't even find the words. "I—I can't believe you actually  _made_  this for me."

Tony Stark, aka the famous  _Iron Man_ , simply shrugged without turning to face him, resting a hand casually on top of the wheel. "Don't sweat it. Trust me: it was made with primarily selfish intentions. If I had to meet up with the rest of the crew with you in your baggy long johns, I think I would die of secondhand embarrassment."

Peter chuckled nervously, slipping the Spider-Man mask off his head and draping it over the armrest with care. The glossy eye lenses stared up at him in a menacingly charming way, and he rubbed at the back of his neck. "Heh, I probably would too, Mr. Stark. You guys—you're all just so  _cool,_  with your outfits and tech and perfectly styled hair..." He rubbed his hands together in his lap, trying not to sound as starstruck as he felt but failing remarkably. "Do I...actually get to  _meet_  them?"

"We're all joining up in Schkeuditz. Rhodey's there, tracking Cap's movements. Nat and T'Challa are just ahead of us, and Vision's just behind. Our window's very small, so there won't be time for chit-chat. We've gotta jump right in and finish this before Ross decides to get involved, and things get bloody."

He recalled in that moment why he had been summoned by the great Tony Stark in the first place: this wasn't some happy-go-lucky field trip for small talking with the most awesome people in the world. There was serious stuff going on here—serious enough to split the Avengers team right down the middle. He'd gathered some bits and pieces from the news, but overall was pretty uninformed on the whole situation, and could hardly bring himself to believe it. Captain America and Iron Man... _fighting?_ The pair were, like, his biggest idols  _ever_ (hero-wise, at least; science-wise, Banner had to take the cake). He knew their disagreement had something to do with their fallout in Sokovia and that weird, evil robot, but Peter couldn't imagine what kind of controversy could polarize two of the greatest heroes on the planet so brazenly.

After an uncertain pause, Peter opened his mouth to ask a question, closed it, then opened it again, when a tremor suddenly passed through the ship. Then, out of nowhere, the entire aircraft jerked to the left, and Peter nearly flew out of his seat with a yelp of surprise. Stark quickly seized the wheel with both hands and yanked it upright, steering the plane back to a level position.

"Whoa, haha. Sorry 'bout that," he said. "Just a little turbulence. You haven't really had the true Quinjet experience yet until she's thrown you into the walls and ceiling a few times."

Spider-Man gingerly crawled back into his chair, shaken. Just when he thought everything was okay again, another violent quake shook the aircraft, and he shrunk against the seat.

"Now that I think about it, you and Aunt Hottie probably don't travel much, huh? Hell, kid, have you even ridden in a  _regular_  airplane before? Is this your first time flying  _ever?_  Well, it's probably not too shocking, seeing that you flip above skyscrapers on the regular, right?"

When no response came, Tony frowned, then finally turned around. He was surprised to find the kid practically buried into his seat, fingers gripped like iron to the armrests, face pale. He was glancing around the cabin with evident fear in his eyes and wincing at every bump and bounce of the plane.

"Hey, what's the matter?" he asked. Peter turned to him sharply, a tinge of embarrassment rushing to his cheeks, his words shaking as they left his lips.

"N-nothing, Mr. Stark, it's nothing. It's just...is this thing...? Is it, y-you know,  _safe?"_

Tony snorted in amusement. "Yes, Spider-ling, it's safe. Certainly safer than taking the subway. I designed this beauty myself, so give me a little credit and quit cowering like a baby kitten back there."

But Peter did not quit cowering like a baby kitten. His reassurance did not seem to ease the kid's anxiety at all. The Quinjet hit another rough patch of air at that moment, and Stark watched Peter flinch harshly and squeeze his eyes shut. His whole body grew rigid and defensive.

Immediately, Tony realized that something was wrong. This was not the normal nervousness or unease that the young recruit was bound to experience amidst all of this chaos and excitement. He recognized the kid's fear as something seeded and irrational, something that he'd seen in himself for a long time.

Smile fading, Stark switched the plane to autopilot and rose from his seat. He carefully made his way to the belly of the ship and spun a chair around, plopping right next to Spider-Man. When Peter realized the Avenger had seated himself beside him, he erected his spine with a start.

"Alright, spill. What's eating you, kid? You look like Thor watching  _Neighbors_ for the first time. And if you say you're scared of heights, I'm going to throw you all the way back to Queens."

Peter swallowed painfully and forced a very unconvincing smile on to his face. "W-what? No, no, I'm fine Mr. Stark. I'm great. Peachy. Rad. Whatever the kids are saying these days. I mean, who's living better than me right now?" The Quinjet leapt under their feet again, and he impulsively cringed against the backrest, gritting his teeth together.

"Yeah, well, it looks to me like you're scared out of your pants. Is it really the plane thing? 'Cause I figured it'd be  _after_  we landed when the nerves might set in. I guarantee you've got nothing to worry about while flying with me, alright?"

"I know," he agreed sheepishly. His knuckles were white and shivery as he gripped on to the arm rests, and a line of sweat was beaded along his brow. "I know, I know. It's just—it's  _stupid,_  okay? It didn't hit me until the...the turbulence thing." He averted his eyes to the floor, trying not to look out the wide window ahead, mortified by how childish and panicky he was acting in front of his idol. "It just made me think about...my folks, y'know? That's all. But I'm—I'm fine now, Mr. Stark. Fit as a fiddle, whatever the hell that means. Honest."

The boy's words nicked at Tony's heart. He knew that the kid had lost his parents when he was little, and only recently faced the unexpected death of his uncle. From what Stark had read up on him, Peter Parker had been through a lot, despite only being fifteen years old. And that was without mentioning the whole "gaining superpowers" ordeal that had led to him donning a spidery alter-ego and lumping even more problems on his already over-loaded, teenage shoulders. Sudden guilt rose into his throat at that moment as he thought about how he was now dragging him into this entirely new mess of superhero drama to deal with, but he quickly swallowed it down. They needed the numbers, and the ability to capture and contain their misguided friends quickly and without anyone getting hurt if they resisted. Spider-Man was essential to their mission for that in itself, and more.

"Your folks?" he repeated back, crossing his arms against his chest. Then it hit him. "Oh. It...it was a plane crash, wasn't it?"

After a pause, Peter nodded reluctantly without meeting his gaze. "And...it's not like I really  _knew_  them or anything. I can barely remember them, if at all. So it's just this weird—it just came over me. Yeah, I've never flown before. And I know it's stupid for me to actually be worried that that could happen, but...I don't know."

A sad smile pulled at Tony's lips. "It's alright. It makes sense for it to freak you out a bit. Everyone's got something, y'know? I used to have anxiety attacks over my fear of aliens and wormholes. Imagine trying to explain  _that_  to a therapist."

Peter glanced up at Tony, his expression brightening hesitantly. A small giggle escaped him. "Really? That's funny. I mean—no offense, Mr. Stark. Because, um—because the alien attack in New York that you guys stopped?"

"Yep. Messed me up something awful. Everyone's got some tick they don't want anyone else knowing about, and everyone eventually finds a way to deal with it. My anxiety thing resurfaces every now and then, but I've got a better cap on it." He sighed under his breath and patted his shoulder. "So do me a favor and don't stress, 'kay? You're safe."

Spider-Man's body had relaxed a little, and he had pried his fingers from the armrests and placed them calmly in his lap. He exhaled levelly, then nodded. "Okay. Yeah. Thanks. I'm—I'm good now."

"Good," Tony replied, slipping his phone from his pocket and tapping on the screen, "'cause speaking of 'caps', it's time to talk about the trouble we're facing with one in particular."

A picture of the infamous star-spangled super-soldier suddenly flickered to life on the small device, then expanded into a large, holographic image. Immediately, Peter's uneasiness concerning the plane shrunk away, and his focus rerouted to the much bigger and more threatening issue that glowed before him in brilliant 3D.

"Steve Rogers, aka Captain America, is on the run right now from the government and the police. He and a few of his friends, including a flying bird-man and his psychotic war buddy, have created a wake of destruction and casualties in their attempts to escape capture. Cap's being irrational, uncooperative, and a general pain in my ass. Evidently, he has to be stopped." Photos of the two other men appeared alongside Captain America, along with headlines highlighting the damages their actions had resulted in over the last few days. "Our team's got less than fifteen hours to bring them all in before General Ross sends out some special ops force to take them down, and he's willing to use lethal force to do so. That's why we have to stop Cap and his crew ourselves; quickly, and in as civil a manner as we can manage. Does all that make sense?"

"Mr. Stark," Peter chimed in, his head swimming with the flood of information, yet one question standing out prominently in his mind, "um, about Captain America. He's...he's not a  _bad guy,_  right? I mean, I've looked up to him for so many years. He's helped you save the world over and over again." He shook his head perplexedly. "What happened?"

Tony sighed. "The world's become a darker and stranger place, kid. It's so much harder to tell the difference between right and wrong anymore, even for a man like Cap. No, he's not a bad guy. But he's let his loyalty to one seriously messed up fellow cloud his judgement and drive him to do some very bad stuff, and we can't allow it to continue. He genuinely believes that what he's doing right now is right, even though it's so clearly wrong, and that makes him dangerous. Hell, I wouldn't even put it past him to try to convince  _you_  that he's right if he ever gets the chance, or to tell you that you don't understand the situation enough to take a stand since you're so young. Don't let him get to you. He's gotta be brought in, for everyone's safety."

Peter mulled this over for a little while, considering the many lapses in judgement he'd had over his short superhero career, and warily swallowed it down. "Okay. I guess that makes sense. So...what do you want me to do?"

Tony Stark clicked his phone off, slipped it into his jacket, then interlaced his fingers against his knee, a smirk playing along his lips. "You,  _Captain Underpants_ , are here to help us out in case things go the way I'm predicting they will once we intercept Steve's entourage in Germany. Meaning  _south,_  as in he doesn't come with us peacefully and quietly like we'd all appreciate. I'm ninety percent sure he and his friends are going to put up a fight, which means we're going to have to put up a fight back. But I don't want things to have to get all explosive and bloody—and that's where you come in."

"Me?"

"Yeah, you. That webbing of yours is great for pinning people down, slowing them up, annoying the crap outta them. It's exactly what we need to stop Cap's crew without having to beat them unconscious. So while we're all wailing on each other, I want you to flip around the scene and web up all hostile ass. Don't engage directly with any of them—the big boys will take care of that. I don't want you getting hurt and your aunt having a cow or something. Just do your thing from a distance, and we'll have this whole predicament bagged in a jiffy."

"I can hold my own in a fight, Mr. Stark," he said quickly. "I've been in plenty already. I have powers. I can help you guys on the ground or in the air or wherever you might need me, especially since I have this weird thing in my head that tells me when something bad is about to happen, which I like to call—"

"You're not fighting, Peter," Tony interrupted, shutting him down without a second thought. "This is something entirely different than beating on purse snatchers in parking garages. These guys are expert killers that eat little greenhorns like you for breakfast. And it's not Cap I'm worried about—it's the other two, one of which is an over-powered murdering machine who would shoot you in the head, stab you in the face, or snap your scrawny neck in half without blinking. Or all of the above at the same time. There's also a chance that Barton—bow-and-arrow brandishing assassin—and Wanda Maximoff—witch-lady—might be there as well, both of whom are more than capable of breaking you like a toothpick. I'm not taking any chances, kid."

Peter blinked, wide-eyed. "Hawkeye is going to be there too? Oh man, this is the best day of my  _life!"_  When Tony shot him an unamused glare, however, he quickly sobered up. "Uh, sorry. I mean, okay, I'll try not to get killed. But what if one of them comes after me or something? Then I'll have to fight."

"You're much faster, nimbler, and smaller than most of the guys on their side. Add that to the fact that you can climb walls and zip around like an acrobatic ninja on steroids, I think you should be able to avoid direct confrontation. But here's my rundown, in case you do: If it's Clint, web up his quiver so he can't get to his arrows. Wanda: don't let her catch you with her magic. Nail her in the hands or eyes or something. Wilson—bird-man—web up his wings. Cap: get that shield out of his hands. If you can't, go for his legs. No matter what he's doing—even when he goes full turtle-mode and hides his entire body behind his shield—his legs are always exposed. Exploit it. As for Barnes...just don't. Yeah. Run for your life. I'm kidding, but also kinda not. Just stay alert and be smart, kid. You'll manage." Inhaling resolutely, Tony held out his palm. "Let me see your hand."

Puzzled, Peter slowly stretched his arm forwards. Stark took hold of it and turned it over so his palm was upright and tapped on the small device secured to his wrist. "Have you tried them out yet? I added some minor modifications to your web-shooters and made you a brand new, tricked-out pair, with a little extra Stark-style flair sprinkled in. Fully loaded with your nasty web fluid and everything."

Peter's eyes lit up. "Whoa, really? N-no, I haven't!" He glanced down at his wrist, stared around the cabin, then hunched his shoulders shyly. "Could I...?"

Stark gestured with a careless wave of his hand. "Fire away, kiddo. Same principle: press down on the triggers on your palms with your fingers, and out comes the funk. Just don't hit anything important."

He nodded eagerly, then stood from his chair. Eyeing a bottle on top of the plane's dashboard, Peter focused his enhanced senses, aimed his arm in front of his body, then carefully folded his fingertips to his palm. Instantly, a line of webbing shot from the device with incredible speed and latched on to the far-off object, causing it to shake and stagger from the impact. Peter laughed with delight, turning back to Tony excitedly.

"Wow, haha! Awesome! It's all been improved! The—the balance, the precision, the velocity—everything! It's all so much better than my old ones! How'd you fix them?"

Tony shrugged passively. "Just a little fine tuning and some higher quality tech and materials. All the design aspects are the same as your originals. If you had the resources I did, you could've built the same things—probably even better ones."

With a jerk of his wrist, Peter whipped the bottle across the plane and snatched it out of the air. "All that, and no loss of tensile strength. Is this my same web fluid?"

"Yep. Barely had to touch that stuff. You must be quite the little science whiz to have come up with that concoction yourself." He poked at the lines of black fabric stretched along Spider-Man's waist, causing him to jump a little. "See these tiny capsules here? They're full of extra web fluid in case you run out. Just open the top of your shooter, pull out the empty capsule, snag a full one off your side, and pop that sucker right in. It takes two seconds."

Peter ran his fingers against the little containers, picturing the steps he'd take in his head if it came to that. "Huh. I've never carried extra web cartridges with me. You'd think I would've thought to do something like this after the third or fourth time I nearly plummeted to my death." He laughed lightheartedly. "I wish I'd known you when I first got my powers. You're always thinking one step ahead of everything, Mr. Stark."

Tony looked at him with a mixture of pity and admiration."Yeah. I try, kid. But y'know, it never seems to make a difference during the moments it really matters."

Peter's smile faltered slightly, and he watched as the middle-aged icon lifted from his chair with a stretch, rubbed at his tired, sunken eyes, and stumbled down the belly of the plane all the way back to his seat. He slumped into the chair with defeated-looking movements, scrunching up his brow and massaging his temples with his thumb and forefinger. There was an exhaustion to the man when standing in his presence that Peter had never recognized in all of the billionare’s TV interviews and press conferences. He always looked so cool and composed and confident, until now. It was a bit disheartening.

He couldn't imagine what this must be like: having to hunt down your friend and deliver them to the police, and haunted with the knowledge that if you didn't succeed, they might be killed. Knowing that they would likely never forgive or understand your actions. He wondered, wherever he was in Germany at that moment, if Captain America was sitting alone as well, struggling with the same painful truth for his friendship with Tony Stark.

Before he could conjure anything to say to try to cheer up the weary Avenger, Tony released his face, then motioned with his head towards the skyline. "Schkeuditz is coming up just ahead. We'll be there in about six minutes, and then things are going to get real. You sure you're ready for this, kid?"

Peter's heart fluttered in his chest as his eyes revisited the wide windows gaping down to the dark land miles below. That was a good question, he realized. Was he? He, Peter Parker: fifteen-year-old nerd from Queens who lived in a dingy apartment with his aunt. He had never been involved in anything on this scale as Peter Parker or Spider-Man. The fallout of what happened over the next few hours could change the world, and be a matter of life and death for who knows how many people. Not to mention that Spider-Man would no longer be some no-name vigilante from New York. This really meant something. By joining this war, he was taking a stand as a new kind of hero. However it ended, there was no turning back from that.

The teenager swallowed the lump lodged in his throat, then locked his gaze on the approaching cityscape.

"Y-yeah. I think I am."

"Great," Tony exclaimed, clicking a button that caused the landing gear to unfold beneath the aircraft, "because I've already come up with a plan for when Cap inevitably resists us that involves you."

Peter blinked. "Really?"

"Uh-huh. When I give the signal, you're going to jump out, do some crazy flip thing through the air like you always do, snag Cap's shield right from his hands, then stick a perfect superhero landing. If you do it right, it will make you seem way more intimidating and badass than you actually are, and maybe everyone will take you a little more seriously than—well, you know—a fetus in colorful panty-hoes."

Nervous excitement rushed over the teenage superhero, and he threw on his Spider-Man mask and ran to Tony's side. "Seriously? You'd let me do that? Oh, I am  _so_  down! W-what should I say? When I stick the landing, I mean? Or maybe when I'm in the air? What would  _you_  say? Do you think, even though we're all kinda fighting and stuff, it would make Cap think I'm cool? I'm sorry, but I can't help but still idolize him despite all of this. He's so cool. I mean, y-you're cool too, Mr. Stark, but, y'know— _Captain America._ And oh, hey, what's—what's my signal going to be?"

Tony chuckled softly at the kid's youthful giddiness, and wished for a moment that he could step into the young man's shoes for a day and see the world through his naive, untainted eyes. Heaving a lofty sigh, Stark wrapped his arm around Spider-Man's back and gave him a few solid slaps on the shoulder, forgetting about the hell that awaited him at the end of this plane ride and allowing himself to simply enjoy the company of the zealous hero, if only for just a instant.

"Trust me, kid. You'll know."

**Notes for the Chapter:**

> I wrote the first few chapters of this fic before homecoming came out so it sorta follows it's own little story but is based off of the same ideas and characters and mcu stuff and whatnot. Sorry if that's confusing :P


	2. A Little Guidance

"Where'd you find this kid, Stark? He's not  _yours,_  is he?"

Tony choked on his coffee in response, grabbing his chest and barely managing not to drop his mug to the floor.

"Geez, Natasha,  _no._  It's nothing like that. He's just a hero with powers that showed up on my radar a few months ago that I thought could be useful in the future. Hence the airport battle."

The two sat at the bar in the penthouse of Avengers Tower, sipping lazily at their beverages to overcome the mid-morning lull. Peter Parker, dressed in his full Spider-Man costume, was tinkering with the web-shooters Tony Stark had given him on the workbench across the room. His back was to them, branded with the gaudy spider design, which Natasha Romanoff's eyes were locked on.

"And that was a terrible idea. You brought a child into a war he had no business being involved with."

"He did a good job. Didn't you see him take down that giant dude? Or were you too busy playing double agent again?"

"He could've been killed, Stark."

Tony eyed her confusedly over a long swig of his drink. "What's with you? Didn't you start training to be an assassin when you were, like, two weeks old? What's got you so spun up over the kid?"

After a moment, she broke her gaze away from the boy and stared at Tony with a steely expression. "Because I know what it's like to be turned into something I  _never_  asked to become, and to be used by others for my abilities to do things I  _never_  wanted to do."

He blinked back at her with a bewildered look on his face, then sipped at his coffee sourly. "Alright, I get the gist. But if I hadn't put him under my wing, someone else with less friendly intentions would've eventually gotten to him. And whether or not he's with us, the kid's going to get himself into trouble: swinging around the city in those footie-pajamas, looking for a fight. If he's going to be in a war, whatever the scale, I at least want him to have us around to give him a little guidance."

Natasha snorted. "Guidance, huh?" she scoffed, chugging down her coffee, wiping her hand across her mouth, then slamming her mug to the counter. "You know what? Yeah. I think that's just what our new recruit needs."

Startled, Tony watched as she rose from her chair, marched across the room, and gave Peter's head a harsh shove, making him flinch in surprise and glance up at her.

"Battle training, greenhorn. You and me. Hand-to-hand. Let's go."

With that, she walked around the couch, punched a code into the panel on the wall, and strode into the sparring room without looking back. Peter sat in silence for a second, quite shellshocked and confused, then quickly turned to Tony. Though he couldn't see his face through his mask, Stark was pretty sure the kid was looking at him with a startled expression.  _Um, help?_  his wide eye-lenses conveyed, but Tony only laughed and interlaced his fingers behind his head.

"Sorry, thwippy; I've got nothing for yah. Better just scurry right along. And don't worry: if you don't survive her  _'guidance',_ I'll make sure you're well remembered in a long, eloquent obituary."

Peter visibly wilted at his words. He glanced across the room, then down to his hands, then slowly and begrudgingly stood from his seat. Scooping his web-shooters off the table, he shuffled over to the doors, exhaled unsteadily, and stepped inside.

Spider-Man didn't know Natasha Romanoff very well. They'd hardly interacted with one another during the battle in Germany, or since. From an uninformed point of view, she seemed like a relatively kind and unthreatening person. However, knowing her reputation as an Avenger-assassin, and after a quick scan of a couple bio blogs and Wiki pages dedicated to the infamous Black Widow, it had quickly become clear to Peter that Natasha was one of the most scary and deadly human beings on the planet who could kill a man a hundred different ways with nothing but a hairpin. Therefore, he believed he was in his right mind to be scared out of his wits at that moment.

She stood facing him in the middle of the unnervingly small room, hands on her hips. He stood in front of the opposite wall, stiff and nervous.

"Get rid of those things. No weapons."

Peter glanced down at his wrists. "Oh. Okay." He slipped the web-shooters off and rolled them out of the room, then rubbed at his bare forearms uneasily. The doors shut behind him as soon as they were clear, and he winced, realizing he was trapped inside with her. _Nowhere to run now, Pete._

Tossing her hair over her shoulder, Natasha stared at him with a smug expression, like a wolf eyeing a rabbit as its next meal.

"So you're Spider-Man, huh?"

The young hero swallowed, then offered a small nod.

"I don't think you and I have had the pleasure of formally meeting, Spider-Man. I'm Natasha. You can call me Agent Romanoff, Black Widow, Nat, whatever. And in case it wasn't clear, I'm here to whoop your pale, baby spider-ass into shape."

Peter kneaded at his shoulder anxiously. "O-okay. Sure. Can I just...could I ask what compelled you to want to do this all of a sudden? I mean, did I do or say anything to make you, like, hate me or whatever?"

She smirked. "Not particularly. I just figured since we're stuck with you now thanks to Tony, I should take it upon myself to give you a few pointers on how to actually fight so you might be able to avoid getting yourself killed in the near future."

"Oh. Gotcha. Okay. Thanks..."

"Lesson one: evasion and self-defense."

"W-wait,  _what?"_

Out of nowhere, Natasha swung her fist straight at his face. Startled into action by his spidey sense buzzing at the base of his skull, Peter ducked out of the way, but she anticipated his movements. As he bent low, she drove her knee into his chin, then knocked him in the side of the head with a jarring punch to the temple. Spider-Man hit the ground hard, sputtering in shock and grimacing in pain. He regathered himself quickly, however, staring up at the master assassin and gripping his jaw.

"Um,  _ow?"_

"You react too predictably. Either you fix yourself, or you die." She pulled her leg back and jabbed it towards the young hero's chest, but he was much more focused now. He jerked out of the way, somersaulting backwards, then popped back up and landed on his feet in a low crouch.

"W-was there a waiver I was supposed to sign before getting roped into this?" he exclaimed skittishly. But Natasha's attack was undeterred, and she was on him in an instant. Her fist flew at his shoulder, and he twisted to the left. Her foot swung at his ribcage, and he blocked it with his forearm. She dropped to the ground and swept a leg at his ankles, but he leapt over it. Changing her approach, she lunged at his neck, aiming to lock him in a chokehold, but Peter shrunk to the floor and sprung between her lungs, rolling to his feet safely behind her. She spun around with a grin, hands balled at her sides, and bolted at him. Legs and fists swung at his body in an alternating frenzy, changing angles and depth every second, and he backpedaled frantically, dulling the blows with sporadic movements and guarding himself with his arms. Despite this, a strong punch managed to nail him in the collarbone, and a black boot kicked the front of his shin. She snaked her arm around the back of his knee and nearly buckled his legs underneath him, but he dropped into a back handspring just in time in order to regain his balance. Growing sick of the abuse, he tracked the pathway of a fist directed to strike him in the chest, threw up his hand at just the right moment, and caught her knuckles in his palm.

"Better," she panted, straining against his powerful grip, "but maybe you should try fighting  _back_  for a change."

"You said this was  _self-defense_  training," he huffed breathlessly.

"That was lesson one. If all you know how to do is skirt around your enemy's attacks, you'll never hold up in a real fight." Grunting with effort, Romanoff jumped off the floor, driving the fist held in Spider-Man's hand downwards, and delivered a solid kick to his stomach. Peter stumbled back until he hit the wall, clutching on to his aching belly and slipping a little with a groan.

"Lesson two," she continued cheerfully, "offense. You come at  _me_  this time, and—if you can—hit me with your best shot."

Peter lifted his gaze to hers, alarm swelling in his chest. "W-what? No, no, I—I can't do that!"

"Why not?"

"Because I...well, I could hurt you."

"I'm hurting you."

"Well, _yeah,_  but...that's different."

"Not really, no."

He pushed off the wall, wincing a little. "But I have enhanced strength. I could punch you and accidentally break a bone or something."

"Prove it."

He traced his fingers along a welt forming under his skin and swallowed uncertainly. Peter would much rather have the crap beat out of him than be responsible for injuring Black Widow. He was trying to bank off the excuse that he still did not understand the full extent of his super-strength as the reason behind his unwillingness, but in reality, it was something else. A semi-awkward, slightly embarrassing something else...

When Spider-Man didn't make any move against her, Natasha scoffed impatiently and curled her hands into fists. "Fine then. Guess I'll have to  _make_ you prove it."

He glanced up at her fearfully. "Huh? W-what does that mean? Do I  _want_  to know what that means?"

Pressing her thumbs against the small triggers in her gloves, the black devices around both of her wrists hummed to life with a neon-blue glow. The color was vivid and menacing, and she charged at him with new determination. Alerted by a stronger tingle inside his head, Spider-Man sprung on to the wall and stuck to it by the skin of his hands and feet. He skittered on to the ceiling before she could reach him and sprawled against the upside-down surface, but immediately realized that it was unusually low to the ground—much lower than any normal ceiling should be. Quickly eyeing the thin space between where the walls and the ceiling met, it dawned on Peter in a stinging rush.  _This room is adjustable! She must've lowered the ceiling down just so I couldn't escape getting my ass whooped! Of all the dirty, rotten, but kinda clever—_

His spidey sense suddenly went haywire inside his head, and he glanced down right as Natasha leapt from the floor. She jammed her wrist against the bottom of his neck, and a horrible jolt of electricity jarred through his whole body. His grip faltered from the blow, and he slowly dropped to the ground, stunned and moaning.

"A tag from my gauntlets would've knocked out a normal man. You're lucky your body is so resilient. Instead of depending on that resilience in order to cut corners and narrowly escape defeat, you need to train to harness it as a viable combat asset."

"Ugh...what...the hell?" he muttered dazedly, dragging himself to his hands and knees and blinking up at her. "H-hey! You said no weapons! That seriously hurt!"

"Make me stop," she asserted cooly. "Hurt me back."

An electrified punch came sailing at his head. Coiling his shaky muscles, Peter rolled out of the way and backflipped into a poised stance. Sweat from a mixture of terror and shyness slipped down his skin and melted into his mask, and he lifted his gaze to hers skittishly.

"Okay, see, here's the thing. I can't really  _do_  that because...y-you know, I—"

"You  _what?"_  she growled, cartwheeling into a kick that he dodged with a sidestep.

"Well, I...I h-haven't ever  _hit_  a, um...a girl...before..."

At his words, Natasha couldn't keep herself from smirking, and she laughed a little under her breath. She jerked her elbow back, narrowly missing his face, then wrapped her arm under his armpit and flipped him over her shoulder. He hit the floor hard with a grunt, then cried in pain as another terrible shock ravaged his skinny body.

"Newsflash, kiddo: people of every sort do bad things and know how to kick ass. So if you don't have the balls to kick their ass back, gender regardless, bad times are coming your way."

Her foot pegged him in the side, causing him to recoil, and she twisted his arm back and shoved him into the ground with her heel digging between his shoulder blades. Although he was a lot more flexible than your average joe, she had him pretty well bent into a very painful pretzel, and seemed aware that she could stretch him past the typical human limit. On top of that, she followed by slamming her gauntlet against his back, and a third unbearable shock zapped him silly.

Okay. Enough was enough, and she had a valid point. He needed to learn how to fight people— _any_  type of people. It was kind of a necessity considering the whole crime-fighting persona he had adopted, and considering how many different kinds enemies he was likely to face. The fact was, he had never had any real battle training. And diving into this business lacking any experience—even with enhanced spider-powers—was kind of stupid, and undeniably reckless. Granted, those were some of his signature quirks, but he was willing to change that image. Especially now, when he was currently being forced eat the floor and one more shock away from blacking out.

Gritting through the agony, Peter threw his head back and hit Natasha right in the face. The blow made her grip loosen, and he tore his arm free, whipped his elbow against her stomach, rolled on to his back, and kicked her off his body. She dropped hard against the floor, and Spider-Man scrambled to his feet, bones still quaking under his flesh.

"Oh damn," he said uneasily as she sat upright, blood dripping from her nose. He had wanted to make his point, but he didn't want to seriously injure her. They were on the same side outside of all this, right? "I'm r-really sorry. But you—and the twisting—and the hurting—and the shocky shocking—"

Out of nowhere, Natasha snagged a trio of ninja stars from her utility belt and flung them straight at him. Alarmed, Spider-Man ducked to avoid one, rolled to the left to dodge the next, then bent over backwards to narrowly elude the last, the sound of the razors zipping past his body sending chills up his spine. When all three throwing stars had lodged themselves into the wall behind him, Peter turned back to Black Widow, rattled.

"W-wait! I—I didn't  _mean_  to—!"

Wordlessly, she pulled a knife from her boot and ran at him full speed. To his disbelief, she jabbed the blade right at his chest, and he barely jerked out of the way to avoid having his heart be  _shish-kabobbed._ The razor-sharp edge whisked past his shoulder, slashed by to his belly, hissed in front of his nose, and Peter was leaping and ducking, twisting and bending, doing everything he could to steer clear of the deadly weapon. His spidey sense was screaming inside his head.  _Oh god. This room is too small! I can't dodge forever!_

Growing hysterical, he scrambled sideways then sprung on to the wall. Just as he landed, however, Natasha seized the weapon firmly by the hilt and threw it at an angle. The knife flew, and before he could react in time, sliced a line across his forehead, then bounced off the wall and clattered to the ground at his feet _._ He gasped in shock, panting shakily, then terror rushed into his throat. Two daggers were clutched in her fists, and she would be on him in seconds.

He panicked. His fist swung. He pulled back on the supernatural power behind it at the last possible moment, slowing the punch as much as he could so it wouldn't be deadly, but he couldn't stop it in time.

It nicked her jaw. That was enough. Her head snapped to the left, and she hit the ground. He stood pressed against the wall, panting.

"Oh no," he whispered feverishly. He rose and stumbled over to her, sick with fear. "Oh crap. Agent R-Romanoff?  _Hey!_  Ms. Natasha?”

He noticed suddenly that her shoulders were shaking. Oh, thank  _God;_  she was alright. But—uh-oh—was she  _crying? Duh, you slugged her in the face, asshole._ He gingerly took hold of her arm, clueless as to what he should do.

Then he heard the sound that was coming out of her. It was not weeping, or wailing, or even whimpering. Natasha Romanoff was, in fact,  _laughing._ To his further disbelief, she slowly pushed off the floor and sat upright, still giggling slightly, and Peter jumped back in fear.

"Now  _that,"_  she chuckled, reaching far into her mouth and ripping a bloody tooth from her gums, "is more like it."

He breathed in heavy gasps, wide-eyed. "You...y-you're," he stammered breathlessly. "You're...okay? Y-you're not upset?"

"Well, I was kinda asking for it," she said with a smirk, flicking the tooth across the room and swiping the back of her hand under her nose. "I wanted to see what you would do. Tony was right: you pack quite a punch for such a little guy, even when you're really holding back. But you've still got a ways to go, kid."

He slowly sat back on his haunches, blinking bewilderedly. "You seriously almost killed me, like, seven times just now for  _that?_ To make me punch you in the face? What the  _heck?_  Why?"

"That's how I was trained. It needed to be authentic for both of us. This spar wasn't just for you you know." She rubbed at her throbbing cheek tentatively, brow furrowed. "But I wouldn't have killed you. Just some slight maiming."

"Oh. R-right. That's comforting. I have no idea why I was ever worried."

She turned to him at that moment, and a funny look spread across her face: a strange hybrid of amusement and...something else. Was that—no, it couldn't be—endearment _?_ Sympathy? Before he could diagnose it for sure, Natasha ran her tongue over her lips and chuckled softly.

"Alright, I think we're done here," she sighed, standing up with a slight catch in her movements. He scrambled to his feet reflexively, fearful of what other cruelty she might have in store for him, but she simply turned around and waved him forward with a hand over her shoulder. "C'mere."

She strode across the room to a panel by the door and clicked one of the buttons. A compartment in the wall popped open, and she lifted a small first-aid kit from inside. Hesitantly, he walked to stand behind her, right as a small bench unfolded out from the hole. She unfastened the clasps on the case then pointed to the chair.

"Sit."

Warily, he did what he was told. To his surprise, Natasha pulled a white cloth from the kit, wet it with alcohol, sat down beside him, then reached towards his face. He flinched back before she could touch him, however, heart hammering inside his chest.

"W-what are you doing?" he asked uncomfortably.

"You're bleeding," she replied.

"Well, yeah. And whose fault is that?"

"Yours for not ducking fast enough. Now hold still."

"You honestly expect me to sit here like everything's totally chill and stuff when you were trying to gut me five seconds ago?"

"If you don't want that to get infected, then yes."

Peter scowled. "You—you don't get to doctor the wounds _you_  just did to me! How do I know this isn't some kind of trick or trap, and that you—y-you're not just trying to hurt me some more?" He turned away bitterly. "And anyway, I prefer patching myself up."

"Meaning you've never had anybody but yourself to do it, correct?"

Her words made his throat go dry, and his face redden a little. She took his uncharacteristic silence as a  _yes,_  and a solemn smile pulled at the corners of her mouth. She spat a glob of blood on to the floor, and Peter watched her hand suddenly slip behind her back and into her belt. His body instantly tensed in anticipation. She eyed him in surprise, then snorted.

"Relax, okay? We're not fighting anymore. Here." She fished something from one of her many pockets and held it out to him. Spider-Man just stared at it confusedly, and when he didn't move, she shoved it against his chest. "It's chocolate. Take it and eat it."

The candy bar dropped messily into his hands. He looked down at it for a moment, letting it fall flat in his palm, then glanced back up at her, puzzled. "Uh...okay. Why do you have this with you?"

"Force of habit, thanks to Clint and his grubby little spawn," she responded with a chuckle.

"Wait, what? Clint... _Barton?_  As in  _Hawkeye?_ He has kids?"

"Uh...no. A different Clint. Never mind. Quit asking questions and just eat it already." She wrung the medical cloth on to the floor then nodded towards his cut. "Now would you let me look at that?"

He studied her intently for a minute, struggling to deduct the Avenger's true intentions, but couldn't pull a good read on her. Without waiting for him to answer, she slipped the cloth through the tear in his mask and dabbed at the cut on his forehead. Her touch was surprisingly gentle, and despite the sting of the alcohol, the coldness was soothing. As he watched her work, chocolate bar in hand, only minutes after she had seemed hellbent on carving him to pieces and was now tending to his wounds with delicate care, Peter was understandably a little out of sorts. Unable to stand the awkward silence, he swallowed down his fear.

"W-what's the deal with you, huh?"

Her attentive hands didn't falter. "What?"

"You know what. You drag me in here, beat me and zap me and slice me like your own personal punching bag, then completely flip and start being all weird and nice? Is this your way of initiating newbies? By making them nearly piss themselves then turning a two-faced three-sixty?"

She grinned. "Perceptive tike, aren't yah?"

"That wasn't battle training. That was...something else. A test? Were you testing me? Or do you actually just hate my guts?"

"I was trying to expose you to the hell you're getting yourself into."

He glanced at her stony eyes curiously as she dug inside the medical bag. He hadn't noticed until now—her face was decorated with multiple scars. Tiny, most unnoticeable behind her light makeup, but definitely there, and shockingly numerous. She had obviously seen her fair share of action and lived from one fight to the next, even without any superpowers. She knew what she was talking about. Peter lowered his gaze.

"Well, I...I didn't ask you to. I'm not stupid. I know this is dangerous. But I want to help people with my powers, because I've seen what happens when I don't step in." His hands fidgeted in his lap. "And in a way, I’ve kinda already been through hell."

Natasha smiled as she unwrapped a bandage. "I know. I caught on to that pretty quick. If you hadn't experienced your fair share, you would've tucked tail the first two seconds." She pushed the torn fabric of his mask out of the way and pressed the gauze to his skin. "But you're still too young and inexperienced to be fighting our wars. This is grown-up stuff, and you have no idea how susceptible you are to being used and exploited by the wrong people. Why exactly did you go to Germany with Stark? What were you there to fight for?"

As he thought it over, Peter felt his cheeks begin to flush against his mask. "I...well, I was...there to back his side. Cap and his team were acting recklessly and needed to be stopped."

"And it had nothing to do with the fact that Tony Stark, one of the most famous superheroes in the world, gave you a fancy new suit and personally asked for your help?"

 _And sorta threatened he'd tell my aunt,_  he remember. He had never considered the possibility that he had been  _used_ by Mr. Stark in Germany. It was more than that, right? Peter Parker wasn't just a pawn to be summoned in his eyes, was he? No, he refused to believe it. Regardless, Natasha's message was clear.

"You're corruptible, Spider-Man. The only sensible thing you've done is wear a mask. You hold yourself back when others are trying to hurt you, and put far too much faith in others."

"But...isn't that why we choose to fight and save people?" he countered. "Because we still believe they deserve our help and protection?"

Natasha held his gaze for a long moment, then sighed helplessly. "I know you're only trying to do the right thing and all. I just don't want to see you be swept into...what I've seen happen to so many others. To  _me."_

She smoothed the bandage down, then let her hands drop into her lap. He sat beside her in silence, studying her expression inquisitively. Of all the things Peter had prepared himself for prior to facing off against Black Widow, this was the last thing he had anticipated. She didn't hate him; she was  _concerned_  about him, although she had a very strange way of showing it. There was more to her than just her deadly abilities and tough facade—a nonexistent childhood, and a haunted past. His gaze wandered around the room, and he bit the inside of his cheek.

"Well, um...I have you and Mr. Stark around to keep that from happening, right?" he ventured timidly. He let a slow breath slip from his lips. "I—I know I'm still really new to this, and that nobody thinks I'm ready for it. But I want to help people however I can, and I'm going to keep helping people no matter what anybody else thinks." The young hero blinked. "But you guys have experience with all this that I don't. So maybe you guys can, you know, guide me and stuff through all the craziness. We can train like this more often," he suggested, then faltered. "W-well, maybe not  _exactly_ like this. A slightly less physically and mentally scarring version of this. But, y'know, just whatever else you think might help. If you're, like, cool with that." Finally giving in, he peeled away the wrapper at the end of the chocolate bar and pulled his mask up past his nose. He bit a small piece off the corner and chewed it quietly, waiting for her response.

A smile was quick to seize her features, and she gave a simple shrug. "I suppose I could manage that. If you're going to be a reckless little idiot, you might as well be a reckless idiot with a bit of direction. And I could use some extra practice fighting against enhanced folk, since more of you little bastards are popping up every day."

He broke a wedge of chocolate from the bar and held it out to her. "So it's a deal, then?"

Natasha glanced at the offering curiously, amused by the childish gesture, then gazed at the masked face staring up at her expectantly. She realized she had a chance with this headstrong kid to claim some redemption for the injustices done to her, and for those she had committed. Opportunities like this were incredibly far and fleeting. Her youth had been ripped away from her and perverted into something she could never be truly reconciled from—a permanent, red scar that marred her past and bled into the present. She had been turned into a monster, yet she still wondered to this day if it was the Red Room that had forced her to become one, or if the possibility had been inside her all along. Joining the Avengers and trying to right all her wrongs by protecting the world from other monsters wouldn't change what she was. The stains would always remain inside her, no matter what restitution she sought to cleanse them.

But maybe, by giving this boy what had been denied to her—guidance to refine one's abilities to be used for good rather than exploited by killers—she could keep someone else from enduring the horrors she had experienced, and help him become something great, something she could never be.

So, exhaling softly, she accepted the chocolate from him and and popped the piece into her mouth. "Alright. Deal."

* * *

Tony was busy thumbing through some old suit designs when the doors across the room finally opened with a hiss. It had been almost thirty minutes now: had they seriously been beating on each other this whole time? The first of the two to come out was Black Widow herself, marching her usual confident stride, a line of blood streaked along her lip. She was chewing on something as she walked past him, and appeared strangely triumphant.

"Make sure he tends to the rest of his injuries," she instructed him over her mouthful. "I'm heading out."

"W-what? Me? What'd you do to him, Nat? Where are you going?"

She filed cheerfully down the stairs without furnishing a reply. Stark watched her leave perplexedly, then swiveled back around in his chair to face the doors. A few seconds later, Peter Parker came staggering into the room, looking battered and a little unstable. He stepped through the doorway then leaned off the wall, groaning quietly and gripping his head in his hand. Immediately, Tony jumped to his feet.

"Holy crap, kid. Are you alright?" He hurried to his side as Peter slowly placed all his weight back on his feet. Stark glanced over his shoulder to make sure they were alone, then pulled Spider-Man's mask off his head, revealing the bruised and bloody face underneath. It looked like Natasha had seriously wailed on him, but he was surprised to see that he was smiling.

"I'm okay, Mr. Stark, honestly," he insisted with a light laugh. "I just stood up a little too quickly. And got electrocuted a few times. And punched. In the face." He held a half-eaten candy bar up to Tony's eye-level. "Chocolate?"

Stark knocked his hand away with a scoff. "I knew she was going to rough you up a bit, but this is a little extreme. Did she pull a  _knife_  on you?" His suit and the skin underneath were nicked with cuts in a few places, and the bandage on his forehead was saturated with red. "Damn. If you didn't hate her before, you must  _really_  hate her now."

"What, are you  _kidding?"_ he replied enthusiastically. "She is  _awesome!_ I mean, yeah, she acts all mean and tough at first, but she's actually really cool and nice. She even agreed to help me train some more later."

"You agreed to lock yourself in a room with her  _again?"_  he gawked. "After what she just did to you?"

"If it'll help me be a better superhero, then sure."

Tony studied the teen's bright face for a moment, trying to decide if he was actually being serious or not. Then, shaking his head, he couldn't help but chuckle.

"Geez. You're nuts, kid."

"I think I know who I want to be when I grow up now."

"Congratulations. I'm getting you some water."

"Oh. O-okay. Uh, thanks, Mr. Stark." He kneaded tenderly at his temple. "Do you also maybe have some aspirin?"

"How many you need?"

"I don't know. A lot, heh."

"Alright."

"Does Clint Barton have kids?"

"Nope. Barton lost his balls in a tragic helicopter accident."

_"What?"_

"Kidding. Ask him yourself. But first, clean yourself up. And lie your ass down, before you topple over."

Peter watched Tony step down the stairwell and disappear from sight. He could still hear him griping under his breath when he was two stories below. Finally alone, Peter puffed out his cheeks exhaustedly, then gave an amused chuckle. If Tony  _had_  been using him simply as his pawn back in Germany, things seemed to have changed since then. It was nice to have someone besides his aunt around who seemed concerned for his wellbeing, despite how foreign it felt. And, despite the aches and pains scattered across his body, he believed Natasha Romanoff cared likewise. She had a hard shell to crack—that was for sure. But he hoped he could eventually prove to her that he was more than the stubborn, reckless kid she believed him to be. And perhaps, in due time, he could prove to her that she was more than the cold-blooded assassin she sought to make everyone see her as.

Plucking his web-shooters off the floor, Peter dragged himself to the couch and flopped into the plush cushions with a sigh. He laid his forearm over his eyes and let the other hang messily off the edge, with his fingers barely touching the carpet.

When Tony came stomping back up the stairs a couple minutes later, a bottle of pills in his left hand and a glass of water in his right, he quickly discovered that he was too late. Spider-Man was already passed out in the living room, and he couldn't bring himself to wake him. So he left the supplies on the coffee table and went to his workspace in the other room, telling FRIDAY to alert him whenever Peter left.

But when he was gone, Natasha Romanoff strode up the staircase back to the penthouse floor, realizing she had left some of her weapons in the sparring area. When she found the skinny teen collapsed on the couch, face unmasked but decently hidden under his arm, she stopped with a start, then scoffed. The thought came to her mind before she could stop it:  _My god, he looks so young. And...cute. In a dumb and disheveled sort of way._  Then the Avenger noticed the tiny splotches of blood speckling the fabric beneath him, and she rolled her eyes with a huff. "Stupid kid," she groaned, and snagged the first-aid kit from the other room.

She went to work patching him up the rest of the way as best she could, though subconsciously being quieter and gentler than normal so he wouldn't stir. When she was finished, she sat back with a sigh and watched his chest rise and fall with steady, rhythmic movements. 

 _Damn. You and I sure are pathetic, Spider-Man,_ she thought, and a soft smile lifted her lips.  _Getting ourselves caught up in all this insanity so young. Hoping someday we might get to stand by the rest of these gods and heroes and call ourselves their equals. Like we actually deserve that title; like we seriously have a shot._ She gave his hair a light ruffle, then settled into the opposite corner of the couch, crossing her arms over her chest and letting her eyelids flutter shut.

_Well, maybe I'm projecting a little. Maybe one of us still has a chance. But hey, maybe I can help that someone along the way, maybe mentor them until they do reach that point. After all, as of now, you could really use a little guidance._


	3. Another Rainy Day

It was pouring rain outside. His aunt had insisted he bring an umbrella to school, quoting the daily forecast and rambling on about some ache in her knees, but he hadn't listened. Now he was really paying for it, and couldn't  _wait_ for the earful he was going to receive when he staggered back into their apartment, soaked to the bone and shaking like a leaf.

On top of that, he was starving. He swore he'd never experienced this level of hunger before in his entire life. He would normally stop at his favorite sandwich deli for an after school bite and snack for later, but had blown what little money he had on a new _Star Wars_ poster Ned had goaded him into buying the day before. By now he had concluded it wasn't his smartest monetary investment. The growling in his tummy coupled with the icy downpour drenching him from above made for one hell of a dynamic duo, whose only goal seemed to be making him miserable.

But he had to get home. His little field trip to Germany had really put him behind, and he had a crap load of make-up work to slave over. There were a few tests he recalled needing to study for, too. Geez, didn't high school teachers understand that he had other things to deal with besides writing essays about books he didn't care about and studying subjects that would never help him get ahead in life—or  _save_ a life, for that matter? He assumed that this was a predicament not a lot of other heroes found themselves in.

Nonetheless, he shuffled down the dreary street that led to apartment, arms hugged around his chilly body and crowds of bustling people brushing past him from every direction. Frigid water dripped off his hair, slithered down his spine, and soaked his clothing, making the heavy fabric adhere to his shivery flesh. The pounding of the rain against the asphalt mixed with the endless warble of passersby invaded his ears and gave him a headache. Muddy yellow taxi cabs crept along the edge of the sidewalk to his left, beckoning the sea of pedestrians with the promise of a warm and dry ride home that he didn't have the cash to afford.

 _Perfect day to forget your Spidey suit, Pete,_ he thought dejectedly, shoving his hands into his soggy pockets. If he had remembered to wear it underneath his clothes, which he was trying to form a habit of doing, he could swing his merry way home in a quarter of the time it took him to walk there. But now, thanks to his forgetfulness and dumb secret identity and charming Parker luck, here he was, trudging through the flooded streets of Manhattan, taking the long and dismal walk of shame back to his apartment five blocks away.

He stopped at a crosswalk as cars sped in front of him, belching clouds of exhaust and spraying water at his feet. People huddled around the curb impatiently, and he skirted along the outer circle to try to steal some secondhand relief beneath the edges of their umbrellas. His pursuits were found unsuccessful, however, and he soon gave up with drooping head and hunched shoulders, exhaling shakily.

"Peter? Is that  _you?"_

He turned with a start at the voice, and discovered that a long, black cadillac had pulled up at the stoplight beside the sidewalk. The passenger's side window slowly rolled down, revealing the sharply dressed driver inside as he slipped a pair of sunglasses off his face and squinted his eyes.

"Holy crap, it  _is_  you. What the hell are you doing?"

Peter's heart leapt into his throat when he realized who it was. "M-Mr. Stark?"

"Uh, yeah. Hi. Wonderful weather we're having, huh?"

He swallowed frantically and forced a nervous grin on his face, kicking at a grimy puddle pooled under his feet and trying to hide how painfully embarrassed he was. "Oh. Um...y-yeah, heh. It's great—real great." He licked at the freezing water dripping from his lips and dug his elbows into his sides to keep himself from shivering. "W-where are you off to?"

"Nothing special. A meeting with a couple friends of mine." His mouth curved into a slight smirk. "And, uh, where might  _you_  be headed?"

"Me? Nowhere. Just, um—home. From school."

"Isn't that, like, a twenty minute walk from here?"

"Uh, something like that. It's fine. I'm a fast walker."

"It's fifty degrees out and pouring. Can't you get a taxi?"

He bit his cheek skittishly and dropped his gaze to the pavement, watching the droplets strike the earth in a relentless wave. "Well...n-no. I'm a bit short on—I mean, I just—I accidentally left my wallet at home. That's all. I can be a real moron sometimes. But it's okay. I don't mind the rain. And I prefer walking anyway."

Tony felt a pull in his chest, staring at the poor kid as he shivered in the freezing rain, knowing well the real reason why he had to tromp his way home despite the grueling conditions. He rubbed exasperatedly at the bridge of his nose, eyes squeezed shut, then dropped his hand against the steering wheel with a sigh, motioning him forward with his head.

"Alright, c'mon."

"What?"

"Come on. Let me give you a lift."

Peter's cheeks went red. "Oh, n-no, no, no. You don't need to—I don't need—I'm perfectly fine, Mr. Stark. Honest. I'm totally good. I'm used to walking in weather way worse than this, and I don't want to get your nice car all gross and wet—"

"Kid," he interrupted him pointedly, shaking his head, "you're killing me. Just get in the damn car."

By then, the walk sign had changed to green, and the rest of the pedestrians gathered at the crosswalk were scurrying into the street, leaving Peter standing alone on the sidewalk. He watched them go uncertainly, torn between not wanting to bother Mr. Stark but also not wanting to endure the bitterly cold rain any longer. In that moment, as if just to spite him, a violent gust of wind blasted his body from behind, making him shrink feebly and quake with chills.

"Come on, the light's green," Tony called, popping the shotgun door open. "You're causing a holdup. Get your ass in here before it freezes off."

Peter glanced around the street nervously, making sure no one he knew was around to see him conversing with the legendary Avenger, then exhaled defeatedly. Peeling his sopping hood off his head, he stepped into the fancy car and plopped into the passenger's seat, carefully shutting the door after himself. A couple of agitated taxi drivers blared their horns at them before the cadillac zoomed through the intersection, leaving the desolate crosswalk behind.

It was warm inside and smelled like expensive leather. The relief from the frigid hell outside was incredible. Clenching his teeth to keep them from chattering, Peter buckled himself in and settled back into the chair stiffly, watching droplets fall from his chin and form a puddle in the middle of his seat. Rain pounded against the windshield as the wipers swished wildly back and forth.

"Th-thank you, Mr. Stark."

"Yeah, yeah," Tony chuckled, scooping Peter's sopping backpack off the floor and tossing it into the back seat. "Where's your umbrella?"

He combed his fingers through his hair sheepishly. "Kitchen counter. Or with my aunt, which she'll probably have on-hand as soon as I get home to beat my ass with."

"Oh, I'd pay to see that," Stark said with a snort. Cars puttered slowly on all sides as the traffic thickened around them. "Well, lucky for you, the only punishment you're getting from my end is that you have to come with me to meet my friends now."

Peter turned to him quickly. "Huh? What friends?"

"You'll see once we get there."

An instant excitement welled inside his belly, but was almost immediately diminished by prickling uncertainty. "Wait, is it people I know? Will they be expecting Peter Parker there? You know, a random high schooler? With Tony Stark? If not, don't you think your friends might get suspicious? I know I would be. And I'd kinda prefer to keep my secret identity—well, a secret." A freezing droplet suddenly crawled down his spine, and he hugged himself with a shivery huff. "P-plus, I've got a lot of stuff I need to work on for the school days I missed, and my aunt is expecting me home. I'd really love to come, but it might be better if you just took me to my apartment." He faltered. "Uh, I mean, if that's not too much to ask."

"You can study and crap there with us," Tony countered with a careless wave of his hand. "And I'll let your aunt know where you are so she won't pop a cap and your ass can remain unbeaten—for now, anyway."

"But I really don't want anyone else to figure out who I am," he said again. “What if they put two and two together?”

"You're so paranoid, kid," he chuckled. "But if you’re really that worried about it, I have a suit you can put on to wear while we're there. You can hang with everyone as Spider-Man."

He glanced up at Tony in surprise, unaware that that was even an option. What kind of "friends" were these people? Presumably (or hopefully) ones he and Tony could trust. The idea of doing his homework with a bunch of Mr. Stark's pals in his Spider-Man costume sounded a little weird, but also really fun. His anxiety vanished hesitantly, and he wiped a drop of rain off his nose with an enthusiastic grin. "Oh. Okay. I mean, if you insist. I'm down. Sounds neat."

They pulled up to a stop sign as hoards of students scuttled across the road in front of them, shrouded under a clout of colorful umbrellas. Stark huffed irritably as the two of them waited for the herd to pass.

"Geez. Look at all these little hooligans. You couldn't have asked any of them for a ride?"

"Not a lot of New York teenagers have cars, Mr. Stark," he giggled. "Especially high school  _sophomore_  New York teenagers."

"How 'bout someone who could at least share their umbrella with you?"

Peter's face grew hot in response, and he fiddled distractedly with the cords dangling from his hoodie. "Well...yeah. I could've. But I wasn't—I didn't know it was raining until I got outside. And I didn't want to have to, you know, go back in and find someone. And I was sorta in a hurry, so I figured I'd just be wasting more time by wandering around—"

"Good god, kid, do you even  _have_  any friends?"

He chuckled lightly. "N-no, that wasn't it. I have friends—great friends. Ned and Abraham and all of them—they just weren't around is all. And, well, the only person I sorta know from my last period is Liz, but I was  _not_ about to ask her—"

"Liz?"

Peter glanced up at Tony confusedly, noticing the keen glint that had entered the man's eyes even though they remained locked on the road, then quickly stared back down at his hands. "Uh, yeah. Liz Allen."

"Who's that?"

"My, um—my friend. Well, sorta. I'm in Academic Decathlon with her, but we don't really talk much."

"Really? How come?"

He shrugged without looking up. "I don't know. We just—I don't know. It's a big school, and we each hang out with our own friend groups and stuff."

"So that's why you didn't ask if you could share her umbrella?"

"Well,  _no._ I just figured she had other friends to walk or ride with, and she probably doesn't know me all that well, so I thought it'd be kinda weird or rude or something just to, y'know, go right up and—" He stopped himself suddenly, realizing he was rambling, and turned to Mr. Stark sharply, puzzled. "W-wait, why are you asking me all this?"

Tony smirked. "Just curious. You're acting like asking this nice little friend of yours for a favor is such a big deal."

"It's not. I mean, it wouldn't have been. I don't know. I just didn't feel like it. I mean, you know how dumb people can be. They see you with someone for, like, five seconds, and immediately start getting these stupid ideas in their heads—"

"Ideas?" Stark repeated knowingly. The cadillac rolled to a stop at another streetlight, the engine purring. "What kind of ideas?"

"I—I don't know. Stupid ones."

"Like that you might  _like_  this Liz Allen girl?"

Tony watched the teen's cheeks immediately flush with color, and he turned to him with flustered movements. "W-what? No, that wasn't what I—I don't—we aren't—she isn't—"

"Holy crap, you  _do."_

"N-no! I don't! It's not—it's nothing like that! Oh my gosh, can we just—just talk about something else? Like that Mets game last week, am I right? Or—or have you made any cool new suits recently? How's the family?"

"Hell no. This is the most pressing matter of my day. Little Pete's got a crush."

Peter dropped his face into his hands helplessly, laughing under his breath. "Really, Mr. Stark? Now  _you're_  the one making stupid assumptions..."

"No I'm not. You obviously like this girl but have no idea how to deal with it. Fortunately, you've parked yourself right next to the world's leading expert on ladies, dating, and shmoozing. And it is my civic duty to pass my knowledge unto you, young one."

"Please stop," Peter giggled embarrassedly through his fingers. "I don't want any."

"Well clearly you need some if the girls at your school aren't lining up to take a bite of you." He gave his head a playful shove. "Look at that face! How badly versed in the female species do you have to be to discourage them from drooling over _that?"_

"You know, walking home suddenly doesn't sound so bad anymore. No need to stop the car. Just roll down a window."

Tony chuckled amusedly and patted him on the shoulder. "Aw, come on, kid. I'm just trying to help. Have you ever even  _had_  an actual girlfriend?"

Peter bit the inside of his cheek, burning beneath his wet clothes. "Well, as _astonishing_  as this may seem, Mr. Stark, I'm not exactly considered a member of the  _popular crowd_  at my school. So  _no,_  I haven’t. And probably won’t anytime soon. I don’t have time for something like that anyway." 

"Oh my gosh, Peter. You're in the golden age of your life right now. If you don't have time for girlfriends at this point, you never will." While one hand continued steering the wheel, Tony reached the other into the glove box and snagged a bag of chocolate candies. "You're a good kid. You deserve to let loose, be  _normal_ every now and then. So if you like this Liz girl, which you do, grow a pair and ask her out."

He scratched the back of his head sheepishly. "Well...about that. She's, uh...sorta already...with someone else."

" _Ooh_ ," Stark exclaimed with a grin. "I see. So  _now_  the truth is unveiled. You waited too long to make a move, and now she's been swept up by some other asshole. You've gotten yourself into quite the pickle, haven't yah?"

The blush in the teenager's face reached his ears, and he watched the rain drip down the window to avoid his gaze.

"The fact that you're not running your mouth is a dead give away, in which case my advice still stands: screw this other guy, and ask her out. You’ve got this. You're a freakin’ superhero."

"Y-yeah, but she doesn't know that," he retorted quietly. "Nobody does. And I don't want anyone to. My life would be completely flipped upside-down—pun intended—and it could put a lot of people I care about in danger." He rubbed his hands together in his lap. "Plus, um...if I  _did_  want someone to...like me, or w-whatever...I wouldn't want it to be just because of that. I'd want them to like me just for  _me,_  y'know?"

Tony sighed heavily. "Always gotta be the little saint, huh?" He tossed a handful of chocolates into his mouth, chewing as he spoke. "Unfortunately, the good guys never get the girls, _especially_  in high school. So either you drop the baby-faced angel act and steal back Ms. Allen from Mr. Second-Rate, or settle for a life of unspoken feelings and crippling loneliness."

Peter rolled his eyes and sat back with a laugh. "Wow, okay. Thanks, Mr. Stark. I forgot who I was talking to. I think I'll try figuring this crap out my own way: by avoiding it for as long as possible."

Tony Stark gave a casual shrug of his shoulders as he munched on his snack, clearly having a very different set of ideals in mind when it came to the concept of dating. Peter watched the billionaire playboy in quiet awe, remembering for a moment just how amazing it was that he was sitting next to him and wondering what it must be like to be in the man's shoes—oozing confidence and sought after by  _millions_ , men and women alike, both inside and outside of his suit. Tony Stark was just as if not  _more_ admired as Iron Man, because they were one and the same.

Peter Parker, on the other hand, was a nobody, even in the pathetic context of high school. Socially speaking, his confidence was close to none, and dropped into the negatives when girls were added to the equation. But as for Spider-Man—well, that was a little more complicated. He felt more confident and acted more confident when donning his spandex-sporting alternate ego because he became just that: someone entirely separate from the timid teenager behind the mask. Nobody knew who he was, so he could be whoever he wanted to be—aka, the witty, bold, outspoken version of himself that he'd normally keep safely bottled up inside. In his head, Peter Parker and Spider-Man were not the same entities like Tony Stark and Iron Man were, but in a way he found that liberating. He could continue his life as a quiet, nerdy kid in the background of a bigger picture, but also put on a crazy costume and be the daring hero he had always dreamed of being. He could do the good deeds he felt called to through both, whether that involve being a friend to a fellow outcast or saving a person from being hit by a truck. But the actions he carried out as Spider-Man were on a much bigger scale and drew a lot more attention from the large world he lived in, and thus were subject to far greater scrutiny. Especially now, in the aftermath of his involvement in the Avengers' battle in Germany.

He really didn't want that attention on Peter Parker. He didn't understand how Mr. Stark dealt with it. So he would stick with the path he had chosen, and keep Spidey and Pete on separate playing fields. Even if that meant Peter Parker staying unpopular and girlfriend-less for the time being.

As he sat adjacent to Tony in the luxurious car, still sopping wet and a bit chilly, his thoughts on the matter were bluntly interrupted by a smell that hit him like a slap in the face. He immediately recognized its source: chocolate, from the little bag Mr. Stark was eating. It was the fancy kind, with all sorts of flavored fillings. His heightened senses made the aroma seem to flood over him from every direction until it felt as though the whole car was dripping with it and that was the only thing that his mind could focus on.

Now, this wouldn't normally have been a problem, except that the delicious smell reminded him of the fact that he was  _freaking starving._ The gnawing hunger he'd been suffering from all day instantly reawakened inside him with a vengeance, and he clenched his teeth together behind his lips.  _Holy crap. What's going on with me?_

"Alright, enough love talk," Stark murmured, dumping the rest of the chocolate into his palm and crumpling up the bag. "How 'bout some music? What are you crazy kids into these days? You like Black Sabbath?"

He cranked the radio up half a turn, and Peter physically flinched. Whatever it was—he couldn't even tell—was  _unbelievably_  loud. Or maybe it wasn't—it just seemed that way to his overly sensitive ears. Regardless, the pounding base made his head feel like it was about to pop, and he squeezed his eyes shut in agony.

"I'm more of an AC/DC fan myself, but they've put out some great stuff too. What do you think?"

Tony turned to see Peter pressing his hands to his ears and hunching his shoulders. The kid looked like he had a migraine the size of Manhattan.

"Mr. Stark, I c-can't—it's too—" He shook his head fervently. "Could you p-please turn it down?"

Tony blinked. The music was barely above what he considered to be typical in-car rock band volume. But, aware of how pained his young passenger looked, he quickly twisted the knob back. "Oh. Um, yeah. Sure." The hammering drums and screeching guitars went silent, and after a long hesitation, Peter gingerly took his hands away from his ears, opening his eyes and huffing with relief. "So, uh, guess that's a no then."

"Sorry," he apologized shyly, rubbing his forefinger into his temple. "My senses have been seriously out of whack lately. Everything seems so much louder and more intense than it all used to be. I'm—I'm sure it's great, Mr. Stark. I'm more of an alternate/indie sort of guy myself, but hey—I can totally belt out the entire Bohemian Rhapsody, if that's still considered cool."

Ignoring the kid's excessive blabbering, Tony wrinkled his brow. "Damn. That sucks. Hopefully that goes away, or you'll never be able to go to another concert in your life."

Peter was about to mumble something about never going to a concert before nor anticipating having the funds to attend one any time soon, except now that one sensory assailant was out of the way, his first tormentor could return full-force. The torturous smell of velvety chocolate seized him once again, and he felt his stomach moan pleadingly inside him, threatening to collapse in on itself if he didn't grant it some form of sustenance. He could hardly believe how unbearable the hunger he was experiencing at that moment was.  _Oh my gosh. This isn't normal, is it? Does this have something to do with my powers too? Heightened metabolism rate or something? I think I read somewhere that Captain America had to deal with that after being pumped full of super-soldieryness. Maybe since I have powers now, I have to deal with it too?_

Whatever the cause, he couldn't endure the terrible emptiness in his gut another second. He watched Tony pop the last pieces of candy into his mouth and lick the tips of his fingers as if just to mock him, and finally caved.

"Hey, um, Mr. Stark?" he asked carefully, gripping his belly in his fingers.

"What's up?"

He swallowed, feeling his face grow warm. "Uh, this, um—this meeting we're going to. Will there be, like, I don't know—snacks or whatever? Lunch-type stuff? Something of that genre?"

Tony furrowed his brow in response. "Uh, I’m not sure. Lunchtime was, like, two hours ago, so I wasn't exactly planning on it."

Peter leaned back into his chair sheepishly. "Right, right. But, uh, hypothetically speaking, if someone had sorta  _not_ had lunch yet, would there be anything there for them to just, y'know, snack on?"

Peter winced when Stark turned on him, his face scrunched with confusion. "You haven't— _what?_  Why not?"

Drawing nervous circles in his soggy jeans, the teen shrugged. "Uh, well, you see, _mine_  was sort of...incidentally...misappropriated."

"You've got to be kidding me right now."

"Yeah, I know, right? Nine years of school, just so I could learn to use those two SAT-level words correctly in the same sentence."

"Someone  _stole_ your lunch?"

“Well, more like I gave it to him in exchange for a humiliation-free class period...”  _One day in chemistry without any 'Penis Parker' comments? Worth it._

“I'm literally about to throw you out of my car,” Stark said. “You're  _Spider-Man._ You could've torn this dude's balls out and made him eat them in three seconds flat.”

"Well, two seconds, if I'm close enough. But, see, the thing is—he's been a jerk since freshman year. And if I, the once helpless and pitiful dork, suddenly started standing up to him, I could draw some unwanted attention to myself. So I do whatever I can to not cause a scene."

Tony cupped his palm over his eyes then slowly dragged his hand down his face. "You are the most frustrating thing I've ever had to deal with. I don't get you at all. Is keeping your spidery secret really that important?"

"To me, yes, it is." He exhaled heavily and ran his fingers through his hair, trying not to sound as desperate as he actually was. "But, hey, you know what's more important to me than that at this particular moment?  _Food,_  and its estimated quantity at our current destination."

"You're unbelievable. We'll stop somewhere and get something."

Peter's eyes widened. "What? Wait, Mr. Stark, you don’t—I wasn't trying to—"

His stomach released a long, painful growl at that moment, making him wince sheepishly.

"Shut it, kid. There's a burger place at the next corner. We're stopping."

The resolved look that had gripped the Avenger's face made it clear there was no point in trying to talk him down, and Peter wasn't sure if he should be grateful or intimidated. He decided to go against his typical character for once and actually do as he was told: sit back in defeat and shut his stupid trap. Because, in all honesty, the prospect of getting any kind food at that point was an offer he would do anything not to lose.

They pulled against the curb, and Tony fished his wallet out of his coat pocket. "Here—run inside real fast and get whatever you want." He thumbed a couple twenties from a stack and held them out to him. "And a cheeseburger for me with everything on it."

"I—I should have enough to pay for myself," Peter insisted skittishly.  _Or at least to dampen the cost._  He reached into his pants pocket, knowing he had some loose change he could scavenge from somewhere, and pulled a handful of coins out. Unfortunately, he did so a little too hastily, and nickels, pennies, and quarters alike sprung from his hand and scattered around their feet. He winced, listening to the change ping shrilly against the floor, and gingerly unfolded his fingers to reveal the two dirty pennies that he'd managed to keep a grip on. Tony exhaled listlessly.

"Just take it," he said, shoving the bills into his open palm, "before you give me an ulcer or something."

Heavily chagrined, Peter accepted the cash and stepped out of the car, hurrying into the burger joint to avoid further embarrassing himself and further water-logging. Stark rested his chin on his hand as he watched him go, barely stifling a laugh.

Inside, the thick stench of salt and grease was torturous. His thoughts were immediately swallowed by one aim and one aim only:  _get yourself a damn burger._ Mouth watering, he drifted unconsciously to the cash register and slammed the wad of notes on the counter, at which the cashier looked down upon surprisedly.

"Can I help you sir?"

"Uh...y-yeah," he stammered, licking his lips. "Could I get a, um...a cheeseburger? With everything on it?"

The woman smiled artificially. "Sure," she replied, tapping at the keypad with her long fingernails. "Anything else?"

He knew for a fact he was going to need more than that to appease his own agonizing hunger. He was already pretty spun up over the many ways he'd made a fool of himself in front of Mr. Stark during the past fifteen minutes, and what he seriously  _wanted_ to would only add to that, but at this point, he didn't care. The damage was done, and he was famished.

"Yeah," he said hesitantly, rubbing at his arm. "I'll take, uh...five more of those."

"Five?"

"Yes please. And a side of fries."

She blinked confusedly, glancing down at the money then back up at him. But, eventually regaining her senses, she shook her head and typed in his order.

"So that's...six cheeseburgers, and one large fry?"

"Yep."

"Is that all?"

"Yep."

"$34.82."

He slid her the money, and she gave him his change and the receipt. Five excruciating minutes later, out came his order, which he retrieved like a firstborn child and sped away with rapidly, doing his best to  _not_ look like the starved, soaking hobo he felt like.

He climbed back into the car and flopped into his seat with the bag in his lap. Nothing seemed to matter except getting the food in front of him into his mouth  _right now._ His aunt had a pet peeve about people eating on the way home after getting takeout and would have a fit if she saw him sneak a fry or two before they were both settled at the table in their apartment, but in that moment, he couldn't care less. He had missed breakfast and lost his lunch. He hadn't had a single morsel of nourishment that day. The stabbing ache in his belly was insufferable. The smell was too much. With shaky movements, he grabbed a burger from the stack, tore off the foil, and took a huge, ravenous bite. It was so amazingly good, so indescribably delicious, so intensely satisfying he wanted to cry. He finished off the first in about ten seconds, and quickly unwrapped another as his stomach begged for more.

"So were you planning on sharing any of that, or am I just supposed to enjoy the show?"

Snapping out of his cheesy euphoria, Peter turned to Tony, who was watching him with a smirk. He quickly swallowed and painted a shy smile on his face. "Oh. Sorry." He pulled a burger from the bag and held it out to him, and Stark accepted it with wary amusement. As soon as that was taken care of, the teen went straight back to gorging himself, inhaling two more sandwiches in a matter of minutes. Tony couldn't believe how much food such a little guy could put away so fast. He was eating like he hadn't had a meal in years.

"Do you always down five burgers at once?" he asked, peeling the wrapper from his own and taking a reasonable bite. "How the hell are you not a fat ass by now?"

Peter snorted and shook his head. "No, I didn't used to. But now it seems like I can never eat enough. I don't ever feel full anymore. It's really annoying." He polished off his fourth cheeseburger and snatched up the last one, approaching it with just as much zeal as the first. "Luckily, I've been able to convince my aunt that it's all just teenager stuff and hormones or whatever. So she's not too weirded out by it—well, not yet."

"You're a mess," Tony concluded. He switched the car to drive, then whipped back into the stream of traffic, munching steadily on his single burger. "Are you sure that's going to be enough?"

Unable to reply over his large mouthful, Peter simply nodded. "Mm-hmm."

"I hope so. If we get to the tower and you start eating my couch or something, I'm gonna be pissed."

Peter's eyes suddenly lit up, and he swallowed forcefully. "Wait, wait. The meeting's at  _Avengers Tower?_ Are you _kidding_ me?No way! Who's—who's all going to be there? Will  _Cap_  be there? Do you think he could help me with my homework? I have to write an essay about World War II. Could I list him as a source? I doubt my teacher would believe it, but that would be _awesome!"_

"Relax, kid, alright?" Tony said, trying not to laugh at his lively enthusiasm. "You'll see when we get there. Just...be cool, 'kay? You're a lot to handle all at once." He pressed his fingertip to a tiny pad on the armrest, and a small compartment opened, revealing a neatly folded costume inside. Stark lifted it out and threw it at Peter, who caught it with a start. "In the meantime, why don't you crawl to the back and put that on. We'll be there in five."

He wondered for a moment how many of these Spidey suits Tony Stark had just lying around, but quickly pushed the thought aside. Grinning, Peter unclipped his seatbelt and climbed into the belly of the car, slipping off his shoes and pulling his sopping shirt over his head as Avengers Tower rose like a beacon in the distance.

* * *

Peter had been to the tower a couple of times before, but for the most part, the place was usually empty. Mr. Stark and Black Widow were the only Avengers he had seen there. It was kind of sad, considering how full and lively the building used to be.

Nervous excitement rushed through him as he and Tony ascended the stairwell. He had a terrible urge just to skitter up the wall, but decided that walking like a normal human being was the more appropriate approach. He munched anxiously on the last of his french fries.

After climbing two flights, Tony stepped on to the floor, which looked like an insanely rich person's version of a lounge. A man was sitting at a table with a deck of cards in his hand, and when he turned to see Stark entering the room, a smile broke across his face.

"Do you show up late to everything you go to, or just the things that involve me?"

Mr. Stark chuckled cheerfully. "Everything. But I go the extra mile to make sure I'm extra late for you."

With effort, the man lifted from his seat, leaning heavily off the table. Peter noticed that his legs had some kind of contraptions on them: metal, high-tech, sort of Stark-y looking. He swore he had seen him before, but he couldn't pinpoint when or where for sure. Tony crossed the room hurriedly and gave the man a hearty hug, wrapping his arm under his shoulders to help hold him upright.

"Take it slow, old man," Stark said, masking his concern behind a smile. "I don't need you collapsing on my floor and me having to page Life Alert or whatever."

"Give me a little credit," he insisted, straining a bit but managing to stay steady. "My trainer’s practically a miracle worker, and these braces have really helped. I can almost walk on my own again."

"That's great. I'm glad to hear it. But dammit Rhodey, just relax. It would take me a solid week to find another drinking bud as decent as you."

"Hilarious."

Still rooted at the foot of the stairs, Peter snapped his fingers. "Rhodey!"

Stirred from their reunion, the two men turned quickly towards the voice, discovering the red and blue figure standing on the other side of the room. Realizing that all attention had redirected to him, he flinched slightly.

"Oh, uh, sorry. I just—I was trying to figure out where I knew you from. And now I remember: Rhodey. James Rhodes. War Machine, right?  _Major_  fan. We kind of met already. At the fight thing in Germany, remember? It's okay if you don't. I'm not really—I have one of those faces. Well, er,  _masks,_  I guess, in this situation. Don't mind me. I'll just be, um, over here. Working on...things."

Tony and Rhodey exchanged a look as he swung his backpack off his shoulder and placed it on a coffee table. While he pulled some papers out and scattered them across the glass, Rhodes smiled.

"Uh, yeah. I remember you."

Peter perked up. "You do?"

"You stopped me from crashing into the plane. And you helped us bring down that huge guy."

"Yeah! That was me. Good times."

Tony snorted and rolled his eyes. "Get over here, kid. Come on."

Blinking in surprise, Peter carefully laid his homework down and skipped across the room to where the two of them stood. Stark roped an arm around his shoulders.

"Rhodey, this is, uh, Spidey. Spider-Man. The crime-fighting-vigilante guy I was telling you about. I brought him along just 'cause I figured you two should get to properly meet after everything. He helped us out when Cap was being a dick, so I gave his suit and tech some upgrades. But he's a spazz and wants to keep his identity a secret, so he'll be wearing his mask while he's here."

Smiling warily, Rhodey held out his hand. "Spider-Man, huh?"

Peter reluctantly took it and gave it a shake. The man's grip was very firm and commanding. "Y-yeah. Yes sir. Nice to meet you."

"You sound more like a kid than a man. How old are you?"

"Uh...how old...do I look?"

"I'll go get us some scotch. Not you. You guys—just—hang out. Small talk. Don't break anything." He helped Rhodey back into the chair, then disappeared into the other room. Now it was just the two of them, and Peter found himself scrambling to think of something mildly pertinent to discuss. He scratched the back of his head.

"So, um...Mr. Rhodes. Colonel Rhodes?"

"Just call me Rhodey," he insisted with a chuckle.

"Oh, okay. Rhodey. So...do you like...uh—" He eyed the deck of cards in his hand, and the words tumbled out of his mouth before he could stop them. "—Go Fish?"

Rhodey laughed out loud. "I'm more of a poker or blackjack kinda guy."

"Ah, okay. Gotcha."  _Go Fish? Seriously? You are the worst, Peter._

Leaning back in his chair, Rhodey furrowed his brow. "So how long have you known Tony?"

"Mr. Stark? Uh, not very long. A little less than a month." He tilted his head to the side. "You?"

"Heh. Too long."

"Oh. I didn't know that was possible."

"He can be a lot to deal with. He's got good intentions, but he makes a lot of dumb decisions." He lifted his gaze to meet his. "Like recruiting a kid to fight in a grown-up's battle."

Peter caught on quickly to what he was alluding to, and blinked in surprise. "Oh. You mean...? I—well, just because I'm under forty doesn't mean—"

"Don't get me wrong; you handled yourself remarkably well. You're smart—real smart—and you've got a lot of potential. But Tony shouldn't have brought you to that fight. It was selfish and reckless of him. You understand that, right?"

"Why is this the first thing brought up every time I talk to you guys?" Peter murmured crossly under his breath. Sudden anger burned at the tip of his tongue. "Yeah, I get it. It was stupid.  _I'm_  stupid. Is that what you want me to say? I can't change what happened. Mr. Stark asked for my help, and I wanted to come and help. And I feel like I _did_  help. Why do you even care if it was stupid? If you think I'm stupid, then just let me be stupid! I'm not your problem, and you don't have the right to lecture me like I am."

The surprise on Rhodey's face made Peter's stomach grow icy with shock. His frustrations had come pouring from his lips before he'd been able to think them through. Stunned by his own crassness, Spider-Man dropped his gaze to the floor, bristling with shame.

"I—I'm—oh gosh. I'm sorry. I didn't—I wasn't trying to be rude." He swallowed nervously then walked back to the coffee table, gathering a pile of crinkled papers in his arms. "I'm just—I'm tired of being preached to by people who don't even know me as if they know what's best for me, just because I'm new to this."

Rhodey studied the boy curiously as he scooped up some books and dug around in his backpack for a pen. An immediate empathy for the young hero grew in his heart; James didn't know anything about this guy outside of what Tony had told him. Spider-Man was a kid who'd gained powers who was trying to use them for good. And, despite what he'd gathered from the past few minutes, the kid had a point: Rhodes didn't know him. No one except Tony knew who he really was behind the mask, and even he probably didn't have the full story. He could imagine how annoying it would be to have every other hero you spoke with dumping their advice on your head just because you were young, and not because they knew you and understood your faults. He didn't want to be seen as just another asshole spouting rhetoric in the kid's eyes. That was the last thing he needed.

"Hey," he called, changing his tone. Spider-Man glanced back up at him, and with very careful movements, Rhodey reached across the table and pushed out the other chair. Catching the signal, Peter sighed, then crossed the room again. Rhodey nodded towards the empty seat, and he eased into it reluctantly.

"I get it. You've had this conversation a lot, haven't you? The same rundown from every other hero you've met with?" When Spider-Man didn't reply, he crossed his arms against his chest. "You're right, okay? I don't have the right to talk to you like that. I'm sorry. It's a bad habit of mine. I'm used to being the one shouting orders and telling people what to do and how to do it." He chuckled and leaned back into his chair. "I feel like a lot of us old dudes don't know how to handle someone who's so much younger than us but probably packs ten times the punch. So our first instinct is to just start bombarding you with advice, because our experience is the only leverage we've got over you. Does that make sense?"

Peter held his study materials close to his chest. "Um, I guess so."

"I think we have good intentions. We just go about it the wrong way. Seeing someone like you join the bloodbath is kinda scary, and we don't want something bad to happen in consequence. That's all." He shook his head dismissively. "But screw that. Let's just talk like a couple of regular guys, super-suits and age discrepancies aside." His eyes wandered down to the kid's hands, and he pointed at the papers. "What's all that for?"

Spider-Man was relieved that he had changed the subject, but was not particularly thrilled over his choice of direction. He glanced at the bundle of pages. "Oh, this? These are, uh...assignments. Things I have to work on. And complete. At home..."

Rhodey scoffed in disbelief. "Oh my gosh. You still have to do  _homework?"_

"I mean, I haven't  _tried_  asking my teachers to cut me a break since I started climbing walls and fighting baddies in spider-themed spandex yet. Maybe I should get a doctor's note."

"Oh man, that's hilarious," he chuckled. "But also kinda sad."

"So far, the latter seems more true," he giggled lightly, "especially after the Germany thing. I'm so behind."

"What are you working on now?" Rhodey asked. Giving in, Peter spread the papers across the table.

"Algebra, chemistry, world history..." he listed cheerlessly. "You wouldn't happen to have a 'deep, insightful understanding of the international climate surrounding World War II', would you? I've got an essay that will be the death of me."

Rhodey chuckled. "I've got a pretty good grip on it. History was one of my favorite subjects back in high school. I could lend you a hand with the other stuff too, unless you’d prefer Tony's help instead. Or you could try asking his weird little robot friend."

Peter narrowed his eyes. "Weird little—what? Who's that?"

"No, I don't know what would happen. I imagine you'd just process it like a regular person. Can you even _get_  drunk? I'd love to test that."

At that moment, Tony Stark came waltzing back into the room, a bottle in one handle and two glasses between his fingers. And, to Peter's surprise, he had company—a very tall, strangely dressed company. When he realized who it was, Spider-Man jumped to his feet.

"What the—?"

"Oh, hey. You remember Spider-Man from Germany, right?"

Before his friend could reply, Peter ran to stand in front of him, blinking bewilderedly. "Whoa! I remember you! You're that—the dude who shoots lasers out of his forehead or something, right?"

The man smiled slightly. "That is one of my abilities, yes."

"His name is Vision," Tony explained. "He's one of our more recent additions to the team. Well, what's left of it."

His accent sounded eerily familiar. Peter's eyes combed over the strange man's face, clothing, and skin, which all had an artificial-looking symmetry and flawlessness to them that he hadn't had the time to notice during the airport battle, and he was instantly racked with curiosity. His flesh was reddish-purple, his irises were laced with geometric patterns and lines, and his outfit was startlingly luxurious and detailed. There was only one explanation he could come up with.

"Are you an  _alien?"_

Stark snorted with laughter. "Oh, right. I never really explained him to you, did I?"

"In a sense, you are correct," Vision replied, tapping at the yellow stone on his forehead. "This part of me here is not of this world, and contains powers far beyond it. The rest of me, however, is comprised of earthly substances."

Peter stood on his tip-toes to get a better look at the shimmering jewel, intrigued. "Wow! That's  _insane,_  dude! How come only the rock is alien and not your whole body? Where were you born? Are you a human-alien hybrid? How'd that get on your face?"

"Vision wasn't  _born,_  per se," Tony said, shrugging. "I made him. Well, more like Ultron forced Helen Cho to make his body, and I installed a modified form of my old A.I.'s matrix to its system. Did you ever hear about him—Jarvis?"

Spider-Man turned to Tony in shock. "This is—he's— _Jarvis?_  Wait—what did you—how did you—?"

"It's not as complicated as you might think," Vision interrupted him calmly. "I am simply a vibranium-synthesized android powered by the Mind Stone with a consciousness based off of but independent from the intelligence once possessed by Mr. Stark's Jarvis."

That hardly cleared things up for him, but Peter was too busy being awe-stricken to care. "Wow! That sounds awesome! Are you actually considered alive? Can you vote? Are you even  _legal?_  Holy crap!" Effortlessly, Spider-Man fired a web-line on to the ceiling and flipped upside-down, dangling from the thread just above Vision's eye level so he could see him from a better angle. "Do you think the same way human beings do? Right now, at this very moment, what’s going through your synthetic brain synapses?"

Vision smiled amusedly. "I am thinking you are a very strange little person," he replied, rising off the floor and hovering a few inches higher than Spider-Man's head. "You ask a lot of questions. And that costume of yours is...odd."

Peter laughed. "Well, that's an issue you'll have to take up with its designer. Although, you're one to talk, mister billowing cape and blue tiara." Then he drew back a little, hunching his shoulders. "Heh, except you're somehow able to pull it off where it actually looks cool. And—oh my gosh, I forgot—you can fly!"

"He can do a lot more than that, kid," Tony interceded with a chuckle. "But right now, I think Viz is due for a break. He's been working nonstop on reconfiguring my arc reactor design into a more stable model. No such luck, but I'm sure we'll score eventually. But speaking of work, don't you have some you need to be doing right now?"

Ripped from his temporary relief of neglecting his obligations, Spider-Man withered dejectedly. "Oh, right. Thanks for reminding me..."

"Rhodey and I have to talk over some things," Stark continued, passing between them and walking to the table again. "If you need anything, we'll be on the couch." He helped Rhodey to his feet and guided him to the living area in the far corner of the room, scotch still on-hand. Releasing a dismal sigh, Peter dropped from the ceiling and turned back towards the hell awaiting him at the table, wondering where he should even  _begin_  with all that he had to get done, when a hand fell on his shoulder.

"You are young for a human, aren't you?"

Puzzled, he turned to face Vision, an all-too-familiar irritation pooling behind his lips. "I mean, that's what everyone keeps telling me. So sure, yeah, I guess."

"Yet you're remarkably smart," he noted, twisting the webbing still hanging in front of his face around his finger. "Mr. Stark told me how you created this versatile substance and its launching mechanisms all on your own, and the ways I've witnessed you utilize them have been quite impressive."

Peter's eyes wandered down to his web-shooters, which Tony Stark had made based off his designs, and he ran his fingers over them. "Um, thanks?"

"You also have incredible powers, but you use them very responsibly, with no intention towards cruelty or killing. That alone earns my respect."

He was surprised to say the least; he was expecting this conversation to take a very different and much more unpleasant turn. A compliment was not what he was anticipating, and a careful smile spread across his face. "W-wow, uh, gee. Thank you." He shrugged. "I try, y'know?"

"I understand your difficult position," Vision told him earnestly. He held his hand in front of his eyes, curling his fingers as they steadily desaturated and faded until they were almost completely invisible. "I am a naive creature with mysterious and magnificent abilities. Abilities that, if used for destructive purposes, could be devastating to humanity and all life on this world. My existence, therefore, is met with great speculation, and whether I am capable of using my abilities for good is a question I face every day. Am I deserving of this power? Can I control it, and channel it towards preserving life and seeking peace?" He stared down at his formless hand with a thoughtfully somber expression, his eyes narrowed a little as he flipped his palm upright. Then his flesh's density bloomed back into his fingers, and he curled his hand into a fist. "That remains to be seen."

Peter had never expected to be able relate with someone like Vision. He seemed so strange and intimidating from afar, but in reality was a lot more approachable than most people Peter knew, even with his crazy costume and amazing power. He couldn't find the words to express his jumbled, grateful thoughts. Before he even had the chance to try, Vision placed his hand on his shoulder again.

"Forgive me, Spider-Man. I do not mean to keep you from your work. I just wanted to let you know that you are not alone in your struggles to navigate your youth while having powers, all while seeking the trust of your peers. If you are in need of any assistance through your endeavors, know that you can come to me."

He released his shoulder with a small nod, then strode around him with broad, confident steps. Peter stood facing the wall in silence for a moment, a little starstruck. Another Avenger was now offering him their help with this whole teenage-superhero ordeal, except Vision’s was not coming from the fearful or disparaging point of view he was used to. Vision wanted to help him because he understood his frustrations, and was dealing with the same criticisms he was. In about four seconds, Spider-Man's trust and respect for the peculiar hero had soared, and he suddenly found himself wanting to talk with him for hours on end. Coming to his senses, Peter spun back around, speaking a bit stiffly.

"H-hey, uh, Mr. Vision, sir?"

Vision glanced at him over his shoulder, hovering hardly an inch off the carpet. "Yes?"

Over a thousand questions were pushing at the back of his throat in that moment: some to do with his insanely awesome powers and others with how the hell he managed to deal with them on top of everything else. A being with an infinite amount of knowledge was standing before him, after all. But aware of the more pressing predicament he was currently faced with, he settled for just one.

"Could you maybe, um...help me with my homework?"

Vision blinked. "Homework?"

"Y-yeah, see," he continued, running back to the table and flipping through one of his books, "I'm in school, and I have to study some stuff and complete a few assignments, and I thought you could, like, help me if I get stuck or whatever. If that's, you know, included with the kind of assistance you're offering."

After a moment, Vision smiled. "That wasn't exactly what I had in mind when I said 'assistance'," he said, walking to his side and scanning over the stacks of papers strewn in front of him, "but I will try to help you however it is you desire."

"Great!" Peter exclaimed, hopping into his seat and holding up a packet. "This is where I thought we should start: chem. I'd imagine you're pretty good at it, right? I am too, but I want to get faster at balancing equations until it's like second nature to me. I know! How 'bout we race to see who can balance them the fastest?"

"My mind works like a computer. It is impossible for you to balance them faster than me."

"Challenge accepted. Al + NaOH + H2O —> NaAl(OH)4 + H2. Go!"

He plowed through the pages of equations in less than an hour, and Peter found it was actually fun with Vision working with him. Even writing the essay was somewhat enjoyable, especially since Vision could access the Internet in his head, and he agreed to proof-read the paper afterwards to fix any grammatical errors. On the couch across the room, Tony heard Peter giggling, and he turned to see he and Vision seated at the table, the kid armed with a calculator and the android a pen. They were on algebra now, and Peter was fending no better on those equations against Vision's computer-mind than the last, even when he required him to write all his work down. Spider-Man frantically pounded at the buttons on his calculator while Vision scribbled numbers down on a page, until finally the android announced that he was finished. Peter dropped his calculator in defeat, laughing helplessly, and Vision chuckled. Tony watched the two of them perplexedly, wondering how Peter had actually managed to get Vision to  _laugh_ —something he didn't even know was possible. Then he turned away with a smile.  _Kid's got a gift; I'll give him that much._

Outside, the downpour continued to fall in a relentless wave, pounding against the window as the four superheroes talked, worked, and studied. To Peter, it was one of the most fun and amazing days of his life. According to the rest of the cold, busy city, it was just another rainy day.


	4. The Broken-Winged Bird

_"Hold fast to dreams, for if dreams die, life is a broken-winged bird that cannot fly."_

The wind was brisk and refreshing as it rushed past his body and whistled in his ears. Golden light from the sinking sun gilded the cityscape that surrounded him, making all the towering buildings glisten like new pennies. Far beneath his feet, cars and people hurried about like bustling ants, but up here, the world was spacious and free. Inhaling the crisp air into his lungs, he somersaulted through the endless sky, then pressed his fingers to his palm.

 _I assume Langston Hughes was referring to_ aspirations _when he was talking about dreams in that poem. Just the other night, I had a dream that I was bitten by a radioactive chipmunk instead of a spider and gained the ability to stuff eight slices of pizza in my cheeks. I think I could get away with letting that image die without my life breaking its wings and sucking or whatever._

Peter Parker dropped low on a thread of webbing then flung himself high above the street, grinning with delight. No matter how often he found himself up here, web-swinging across the sparkling landscape of New York City never ceased to thrill him beyond compare. All his trivial problems with school and friends seemed to vanish, and there was nothing but himself and the open sky. It was an entirely different reality where he could simply enjoy being who he was—being  _Spider-Man._ The world below blurred together as he pressed forward, and the flip-floppy feeling that spun in his stomach made him giggle.

_Well, for my non-chipmunky dreams, I'll pass on the bird metaphor, Mr. Hughes. Mainly because my new situation has resulted in me having to kill some old dreams in order to pursue new ones: better, more significant ones, I hope._

A line of webbing snagged on to the bottom of a sign extended over the street, and he whipped all the way around it before landing on top. The familiar sounds of the city buzzed from every direction, and he gazed across the urban jungle with a smile.

_Huh. I wonder if there are any cutesy rhymes or cheesy quotes out there that could directly apply to my situation._

At that moment, a flock of birds was stirred from their perch above him, and they took off in a flutter wings. A splat of white liquid dropped on to his shoulder just before they flew out of range, making him start then groan.

"Seriously? That's how we're playing this? What kind of metaphor is  _this,_  Langston?" He smeared it with the back of his hand, then glared up at the black dots vanishing into the sky, waving his fist. "I hope all your dreams and wings break, you flying rats!"

The mangy pigeons didn't offer a reply, and he leaned off the flashing sign sourly.  _I suppose my day was going a bit too good. That charming Parker luck had to nab its regular drop on me, one way or another._ With a sigh, he whipped his lunch bag off his shoulder and shoved his hand inside. His fingers bumped something smooth, and he pulled a shiny red apple out with a grin.  _Of course, nothing like a homemade meal to get your spirits back up. And this view isn't getting old anytime soon._ Gazing across the jagged, sparkling city, Peter lifted his mask away from his mouth and took a big bite from the fruit, swinging his feet through the open air as they dangled off the edge of the sign. It sure was a beautiful afternoon, and one couldn't have found a more peaceful spot for a lunch break.

Then, of course, the serenity was shattered. A sudden tingle crawled up the back of his neck, followed by a sense of alarm. Before he had even registered that it was his spidey sense buzzing inside his head, a large object came hurdling over the tower just in front of him. He could hear gears grinding, an engine whirring, and a person screaming. Whatever it was zipped right over his head and crashed on top of the roof directly behind him, making Peter duck with a start and accidentally drop his sack lunch. Spider-Man fell back against the building, yelping in surprise, wondering what the hell had just happened, then frantically scrambled forward and fired a line of webbing after his food. The thread snagged on to the falling bag—great! Except it attached to the bottom, and Peter could only watch as the webbing grew taut and the bag whipped upside-down, dumping all of his lunch on to the sidewalk far below. The empty sack swayed tauntingly in the wind; he knew there was nothing salvageable, and his shoulders sank miserably. Peter looked up at the roof where the unidentified flying object had landed, detached the web-line from his wrist, then carefully climbed along the glass to peek over the edge.

"Hey! Whoever's responsible for whatever crap just happened owes me a new—!" he began to yell, yanking his mask back over his face. But when his eyes fell on the crumpled form sprawled across the rooftop, his words caught in his throat.

The fallen object was bulky and motionless. It was a person, he realized, a  _man_ —but not just a man. He was wearing a very strange outfit: a padded, gray-leather costume with red detailing, high-tech gloves, and a thick utility belt strung around his waist, outfitted with a wide variety of weapons. It reminded him of military gear, although a bit more eccentric. But above all else, Peter's gaze was drawn to the strange contraption attached to his back. Smoke was swirling from the pack in the center, and two long, metal extensions were fanned out at either side. They were...wings. Giant, mechanical wings. When it finally dawned on him who it was, Peter gasped.

"Oh my gosh," he whispered, skittering all the way on to the roof and dropping into a tentative crouch. "It's—it's  _you?_ Holy crap. You...were in Germany. Flying-angry-bird-guy, with that—that metal-armed dude. We fought."

The man made no movement or response. It looked like his flight pack was damaged, and he was flecked with cuts and scrapes. Either he was knocked out cold, or conked out for good. Spider-Man gingerly inched closer to him, straining to see his face, then pulled back quickly, keeping low to the rooftop.

 _You need to call Mr. Stark._ That was the first thought to come to his head. What the hell was this guy doing in New York City? The police, global task forces, and a bunch of other freaky government agencies were on the hunt for him. He was in league with Captain America, who had busted him out of prison along with the rest of his team. He was an escaped convict—a criminal who needed to be brought to justice. It would be right for Spider-Man to turn him in.

And yet, in that moment, Peter found himself conflicted. This man had been an Avenger before turning against the law, right? A few years back, he had helped Cap save the world from those Hydra ships in Washington D.C. Clearly he was a good person at some point or another. What had changed? Peter still didn't feel like he fully understood what both sides of the fight were about. Was it really all because they wanted to keep that assassin guy—The Winter Soldier—from going to jail? Or could it be something to do with those Sokovia Accord papers he kept hearing about? Were they bad in some way—enough to make Captain America abandon everything he once stood for? It didn't add up.

Before he could sort through his muddled thoughts, Peter was startled by a low moan. He turned to find that the man was moving—slowly, groggily, feebly. Unsure how he would react, Spider-Man skirted along the edge of the roof until he was standing parallel to his head from a safe distance away. He could see now that he was struggling to come to, and behind his broken goggles, his eyes were squeezed shut in pain.

"Ugh...geez...w-wha...?" the winged man moaned, reaching up to rub at his forehead. A deep gash above his eyebrow was spilling blood down his face. "What just...where...?"

It quickly became clear, and much to his relief, that this guy wasn't going anywhere anytime soon. On the contrary, it also became clear that he was badly hurt. Wars and politics aside, he needed help. Peter wanted to hope that if someone from Cap's side found someone from Iron Man's squad in the same defenseless position, they would forget their past grudges and lend them a hand. One superhero to another, right? Emphasis on  _hope._

 _This is a horrible idea,_ he warned himself. Then again, the ones he considered his best usually were.  _I'm most definitely going to regret this._ Nevertheless, swallowing the lump in his throat, Spider-Man carefully inched towards the fallen Avenger, staying low and wary. As the dude griped and grumbled weakly, Peter gave a nervous cough.

"Uh, h-hello? Mr. Bird-Man, sir? Are you, um—are you okay?"

Blinking sluggishly, the man slowly turned towards the strange voice. His head was throbbing and his vision was fuzzy, but he managed to make out a blurry red and blue figure from the haze. It took him a good minute to distinguish the circle with the two smaller white circles as a masked face, and the black blob in the center of the mess as an image of spider. He studied him with a mixture of confusion and fatigue, still lying flat against the roof, then gradually narrowed his eyes.

"The hell...?" he murmured. "You?" After another couple seconds, he began to try to lift himself off the concrete.

"I don't—I'm not sure that's a good idea. You look pretty banged up."

Completely ignoring his advice, the man clambered to his hands and knees, spitting curses like a sailor the whole time, then carefully rolled over and flopped against the partially elevated corner of the roof, letting his arms and wings fall messily at his sides. He laid there limply, closing his eyes and fighting to catch his breath. His left hand was gripped around his torso.

"Where...am I?"

Frowning, Peter shot a look over his shoulder. "Uh...New York."

"Brooklyn?"

"No. Queens."

"Dammit."

Spider-Man studied him curiously as he fumbled with his gauntlets. He pressed at a button on his glove repeatedly, trying to make the engine restart, but nothing happened. When he couldn't get that to work, he clicked on the trigger that was supposed to make his wings fold back into the pack, but that was busted as well. Scowling in defeat, he tore the cracked goggles from his eyes and flung them to the ground, dropping his head against the wall with a scoff.

"So, um...what happened to you?"

Without replying, he unclipped the strap wrapped around his chest to relieve the broken flying gear from his shoulders. His other hand remained firmly glued to his side.

"What's your name again? You were in Germany with Captain America, right? I was there too. We sorta attacked each other. You tried to blow me up and I webbed you and emo-assassin man to the floor." He cocked his head to the side. "Do you remember? Or did you hit your head too hard to remember? You were falling super fast from the sky. Are you badly hurt? If you want, I could call—"

In an instant, the man snagged a gun from the holster on his hip and had it aimed at Peter's face. Spider-Man jumped back reflexively, raising his hands into the air.

"Don't call  _anyone,"_ he practically spat, the weapon wobbling a little in his fingers. His breathing was ragged and shaky, but his cold glare made it clear he wasn't joking around. Swallowing uneasily, Spider-Man nodded with his arms still held above his head.

"O-okay, okay,got it. No phone calls. Knowing my crappy carrier, I probably wouldn't get any reception up here anyway." His eyes wandered back to the right side of the man's torso, which was still being gripped by his left hand. He noticed his glove was stained red, and a dark puddle was beginning to form underneath him. "But you  _are_  hurt. Your side's bleeding pretty bad, isn't it? I'm no doctor, but that looks serious to me, so maybe I could—"

"Just go away," he snapped bitterly. "If you wanna help, then take your stupid ass someplace else and don't tell nobody you saw me here."

 _Ouch,_  Peter thought, withering a little. He couldn't deny how much the words stung to hear, especially coming from someone he had admired in the past. Although, could he really blame the guy? Their only interaction had been from opposite sides of a fight, and he had probably been on the run ever since he'd escaped. Now he was lying injured and incapacitated beneath a supposed enemy who could blow his cover and have him thrown in a prison cell with the touch of a button. How could he expect this man to trust him, especially when he most definitely did not trust him back?

But he couldn't just leave him here. What if he really was dangerous? And there was also the issue of him bleeding to death.

Inhaling carefully, Peter decided to keep pressing. "Look, I'm sorry, but I can't—I can't just—I'm sort of a protector of this area, see? I gotta keep it safe. And after everything that's happened, I'm not so sure you're a good guy anymore." He crouched a little lower. "But I  _am_  sure I don't want you to die."

He huffed with spite, trying to sit upright but quickly opting against it. "You must really think I'm an idiot if you believe I'd fall for that charade. You're nothing but Stark's freaky little attack dog: doing everything he says, kissing his ass left and right. You probably don't even know what you're endorsing, or why I'm risking my life for my stance in all this." He laid a hand over his face and sighed defeatedly. "But, hell, why should I even bother? I'm sure by this point you've already called up daddy to fly me back to Raft."

Spider-Man's sympathy for the injured man was rapidly shifting to irritation. Partially because he was throwing wild accusations in his face when he was only trying to help him, and partially because he was right. Peter knew he didn't understand all of this—what each side had  _really_ clashed over, or why—and he was sick of being kept in the dark. How about instead of reminding him of what he didn't understand, somebody just  _explain_  it to him?

He needed answers. And he needed to keep this jerk from dying. But he needed to approach this the right way. Unfortunately, acting (and speaking) before thinking was one of his fatal flaws.

Frowning crossly, Spider-Man responded with an edge to his voice. "No, I haven't called him yet. I haven't called anyone yet. And I wasn't planning to, although you're really tempting me otherwise. I'm clearly not the only one dealing with misunderstanding here. Why do you think I haven't webbed you up like last time, or called the police? I want to help you and maybe hear your side of the story, if you'd stop being such a butt about it." He crossed his arms against his chest and tilted his chin up, trying to look confident. "So—um—unless you let me help you, I  _am_  going to call someone. An ambulance. Because I have a strict policy against letting anyone die on my watch, and I'm not about to break my streak. So...that's that. Spidey or ambulance. You decide. Um, sir."

The man's expression had jumped from angry to confused and now a bit surprised. His gaze traced him up and down and his brow wrinkled together. Then, eventually, a look of puzzled amusement flashed across his face. After a moment in thought, he let out a scoff.

"Who even are you?"

Peter was not expecting the question. "Me? Well—I'm, just, y'know...your friendly neighborhood Spider-Man."

"Spider-Man?"

"Uh-huh. I fight crime and stuff."

"Did Tony pick that name for you?"

"No. I did. I was Spider-Man before I met Mr. Stark."

"Really?"

"Mm-hmm. I mean, it didn't take much thought: I am indeed a  _man_  with  _spider powers._  And, unfortunately, Black Widow was already taken."

To Peter's shock, after studying him a second longer, the man chuckled lightly. "Heh. That is a shame."

Stirred with a bit more bravery, Spider-Man swallowed and knelt down to his eye level. "What's your name?"

He eyed him with an almost insulted look on his face. "You don't know who I am?"

"I mean, yeah, I know who you are. I just don't remember your name. Do you even have a superhero name? Bird-Dude, Wing-Man, Flappy McFlapface—?"

"Falcon," he said with a snort. "It's...Falcon."

Peter slapped his forehead. "Oh, right!  _Duh!_  Falcon! Okay, I remember now. I think I bought one of those packs of tiny microwaveable mac-n-cheeses with your face on the little cups back when you were...well, before everything went to hell."

Falcon shook his head is disbelief. "Holy crap. You really are just a kid, aren't you?"

He shrunk back and scratched at his head. "Uh...no. I'm thirty-six and a half."

"Nice try."

"Whatever. So do I just call you...Falcon? Not  _the_ Falcon or Mr. Falcon or the  _Millennium Falcon?"_

"Let's just...let's stick with Sam, alright?"

Spider-Man sat down against the rooftop. "Sam?"

"Yeah. I mean, I'm not like you. My name's already out there. I got a Wikipedia page and all that."

"Ah, okay. Coolio. Sam."

Sam coughed harshly into his hand, then wiped his arm over his forehead, smearing the blood still dripping from the cut on his eyebrow. "How'd you even get pulled into all this mess?"

Glancing down at his side again, Peter bit the inside of his cheek. "Uh...well...how about I tell you while I look at your injuries? And then maybe you can tell me what you and Cap and all the other dudes are really about or whatever?"

Suddenly skeptical, Sam raised an eyebrow. "I can take care of myself, thanks."

"I know. I can too. But you're bleeding really badly, and you're getting help from somebody who hasn't crash landed head-first into a building whether you like it or not. That's either me or an EMT. You decide." He knew he was being short, especially considering who he was talking to, but he couldn't help himself. The man's wound held a startling resemblance to another bloody casualty that had taken the life of someone he cared about. He refused to allow another person's death stem from his inaction, regardless of the man’s protests.

Closing his eyes, Sam chuckled irritably. "You're such a little asshole."

Peter giggled. "Sorry."

"What are you even going to do? I dropped my med kit, like, forty klicks from here."

Spider-Man hunched his shoulders. "Uh, well, let's see." He made his way across the rooftop to crouch at Falcon's side, moving carefully. "I've had to cope with my fair share of embarrassing spills from the sky, especially when I first started out. I think I've landed in that giant dumpster beside Domino's about six times now."

He could tell that the man was still wary of him. His right hand was draped over the gun lying against the concrete, and his left was still firmly gripped around his side. But, realizing he didn't have much choice except to humor the oddly-dressed superhero, he laid his head back with a sigh and slowly peeled his fingers off his wound.

"If you try anything, I'll blow your damn head off."

Peter cringed. "Uh, alrighty. Duly noted." Leaning low to the roof to get a better look at the injury, he kept his movements slow and calculated. It quickly came to his attention that the man's gauntlet and side were saturated with blood, and the red puddle underneath his body was growing wider by the second. His heart fluttered with alarm.

"What, uh...what exactly happened to you?" he asked, pulling the torn fabric away from his skin. He could see the wound clearly now—a jagged, messy gash, stretching about two inches in length. It looked like a chunk of flesh had been punched out of his body by a cookie-cutter.

"Aerial assault," he replied weakly. "Some government attack dogs just appeared out of nowhere and started pounding me with lead. Or maybe they weren't government...hell, I don't know. It was an ambush. I lost them in a storm about thirty miles west, but by then the damage was done. I basically coasted until my pack finally gave out, and that's how I got here."

Peter tore the surrounding leather away with one quick yank, making Sam flinch and groan. He didn't think the injury was deep enough for anything important to be damaged, but it was still bleeding profusely.

"Why were you coming to New York?"

He snorted. "Wasn't planning on it. Just kinda happened. I barely remember half of what went down while I was up there."

His whole body was plastered with scratches, but the bullet wound was definitely what needed his attention the most, although he wasn't sure exactly what he should do about it. It definitely required more than what he was capable of.

"I, um...I th-think you might need stitches," Peter thought out loud, feeling himself begin to sweat. He hadn't had to deal with gore like this yet. He didn't know  _how_ to deal with it. He knew being a masked vigilante who fought bad guys and protected people might lead to him having to face it sooner or later, but now that it was happening, he didn't know what to do. This man really needed his help—his life potentially depended on it—and he was freezing up. Why had he thought he could fix this? The scarlet pool was thickening rapidly.

"Probably, like I was saying," Sam murmured, trying to keep his breath steady. "But I don't have time for that. Either figure something else out, or get out of here. By now I'm sure the assholes who attacked me have narrowed in on my crash point."

Peter could tell he was playing this tough. He wondered how painful being shot was. He had no desire to know anytime soon.

Growing desperate, he glanced around the rooftop, scanning for anything he could use to stop the bleeding. Maybe he could ask somebody in the building for help? Or if he could borrow some supplies? Or maybe...steal some? At this point, he wasn't above the idea. Or, hell, maybe he really should just call an ambulance. He'd rather have the guy hate him than let him die. Peter's breathing grew shallow with fear, and he scratched at his wrists. Ugh—why did Mr. Stark have to make these web-shooters so damn itchy?

 _Wait. Web-shooters?_  He glanced down to his hands, lifting the devices closer to his face. The web fluid he'd manufactured: it was stretchy, adhesive, and tensile. It could fill in holes and patch up leaks. It was like liquid bandaging. That...that could work, right? Temporarily, at least. He had never thought to use it in that way before. It was worth a shot.

Glancing back to Sam, Peter swallowed. "Okay, so...I've sorta got an idea. Just—just try to stay still, okay?"

Sam frowned. "What're you gonna do?"

Without answering, Peter carefully aimed his wrist at Falcon's side and folded his fingers to his palm. Instantly, a glob of webbing shot from the device and splattered over the wound, making Sam leap and cry with agony.

"Gah! W-what the hell? What d'you just—?"

"Sorry," Spider-Man apologized timidly. He thickened the coating and outer edges with a couple more layers of webbing despite Sam's groans and curses. "You were freaking me out and rushing me! I think that should keep it closed and stop the bleeding for now."

"Is this...?" he gawked in horror, straining to look at his injury. "From your  _body?"_

Peter giggled. "No. I can't make webbing like a real spider. That'd be nasty. This is a special web fluid concoction I spliced together and installed into a pair of shooting devices. See?"

Spider-Man held his wrists out proudly for Falcon to see, but he was too busy moaning in pain to care.

"Y-you're— _ow_ —the strangest person I've ever met. And I've met a super-soldier with a metal arm from the 1940s."

Peter watched as he gingerly dragged himself to a sitting position, holding his side with an agonized expression, and he grimaced a little. "You mean, um...the Winter Soldier?"

Licking his dry lips, Sam lifted his gaze and eyed him suspiciously. Peter could tell he had struck a nerve, and wondered what he should say next. But after a short pause, he sighed. "He's not who you think he is y'know. Yeah, he's crazy, and terrifying, and a major pain in my ass, but half the time it isn't his fault. He's a good man who's been forced to do bad stuff. Mind control and a bunch of other freaky crap I don't understand." He dabbed at the cut along his eyebrow hesitantly. "And look, I know I can't really vouch for the guy. I barely know him. And for the majority of the time I was around him, he was trying to kill me. But Cap really cares about him, and I'm Cap's friend. So I trust him enough to back him in all this."

"Even if that means breaking the law and putting people in danger?" Spider-Man retorted cautiously. Sam snorted in response.

"Excuse me? You wanna talk about  _breaking the law?_  What do you think you're doing, throwing on a ridiculous costume and a mask and taking up vigilantism?"

Peter blinked perplexedly. "What?"

"Yeah. I wasn't sure it was you at first, but now I am. I talked with a journalist awhile ago who knew about you. She told me how some new guy in mask who climbed walls and fought criminals was swinging around New York." He nodded towards him. "That's you, right?"

Crouching down on his haunches, Spider-Man narrowed his eyes. "Well, yeah, like I said before." He brightened. "That's pretty cool, actually. Did she write an article about me? Start a blog maybe? A Spidey-themed Pinterest page? That'd be awesome." Then he shook his head. "But, um, anyway, I think what I'm doing is a little different than what you're doing."

"Really? You think you're better than us? You're taking the law into your own hands. You get in the way of the authorities and try to do their job for them when you're just a kid with no knowledge of the situations you're invoking your will in."

Peter pouted. "But I...I help people. I use my powers to stop bad guys and protect people. It's the right thing to do. I know it is. I save lives."

"And why the hell do you think Cap and I break the law and put ourselves in danger?" Sam shot back. "The only reason we've gone against the system is because we want to continue protecting people from the real bad guys who're trying to hurt them. If you think we're criminals for doing that, then you'd better be willing to call yourself one, too." Chuckling scornfully, Sam laid a hand over his face. "Geez, kid, did Tony even tell you what you were fighting for when he dragged you to Germany? What the Sokovia Accords actually say?"

Peter's face reddened a little under his mask, and he rubbed at the back of his neck sheepishly. "Uh...w-well...not... _entirely_..."

"They prevent the Avengers from helping people. Instead of letting us go to the places that need our help, some back-minded government panel would have total control over us: where we are, what we do, and when we can do it. There could be an army of aliens blasting a crater in New Guinea, killing thousands of innocent people, and we'd have to wait on a bunch of crotchety old men to give us the green light, if they're even willing." Sam shook his head sadly. "We didn't agree with that. We _couldn't._ Not after all that's happened and everything we've been through. We all knew we had to fight to protect the world the way it  _needs_  us to protect it, even if that meant going against the government or the U.N. or even our friends. We had to do what we believed was the right thing to do." Exhaling dejectedly, Sam lifted his gaze to stare at Spider-Man, his expression cold. "And from what you've told me, I would think that'd be something you'd agree with."

The young teen seated in front of him looked taken back, even with his mask hiding his face. Peter held Sam's stony gaze for a second longer, knowing well he was speaking sincerely, then turned away to stare at the concrete, eyes wide.  _Whoa. Is that true? I knew the Accords had something to do with the Avengers and how they operated, but I didn't...I wasn't sure..._

It was alarming news to hear. But even worse, he realized that Falcon was right. He most definitely did not like the idea—at least, not the version that Sam was describing to him. Superheroes being controlled, restricted, and ordered around? Only being able to help people whenever they were told to? If that's what the Sokovia Accords were proposing, then...he didn't agree with them. The more he thought about, the more clear that became. He didn't agree with them at all. How could he? Everything he had done and was doing ran totally opposite of that ideology. Spider-Man swung around the city stopping bad guys and helping people on his own terms with his own morality guiding him. He stepped in to save people wherever and whenever he could, because he understood firsthand how terrible the consequences of nonintervention could be. Would he like it if it suddenly became someone else's job to decide when and where he helped? If some out-of-touch politician with their own set of priorities was in charge of everything he did as a hero? If he had to ask permission to save a helpless citizen every time one was being mugged right before his very eyes? Absolutely not. How would that even work? He wasn't an Avenger (at least, he didn't think so; not yet, anyway), but he assumed that if the Avengers were being regulated, the Accords would eventually stretch out to affect heroes like him, too—especially after his involvement in Germany. Would he have to carry some special sneaky government phone? Would they chip him like a dog to track his whereabouts 24/7? How would he keep all this a secret from Aunt May? Oh gosh—he'd have to tell them his identity, wouldn't he? There was no way he’d be able to remain anonymous if the government was in control of him. Was this really the reality that he had been fighting for with Mr. Stark and Colonel Rhodes and all the others?

Then it hit him like a punch in the gut.  _Mr. Stark._  He had...come to his home. He had spoken with him and his aunt. He had listened to everything Peter had said about why he was doing this and what he believed in. And yet, after all that, he had still recruited him to battle for the imposition of the Sokovia Accords. He had brought him along to fight for something that he obviously didn't even support.  _When you can do the things I can, but you don't, and then the bad things happen, they happen because of you._ That was what he had told him. That was what he believed. And that was completely against what the Sokovia Accords stood for. Mr. Stark had to have known that, didn't he? Then why did he still enlist him for his side? Had he...had he actually just  _used_  him? Tricked him by not explaining what he was truly fighting for, just so he could use Spider-Man's abilities to better his chances of beating Cap's team? Agent Romanoff had warned him earlier that that might have been the case, but he hadn't wanted to believe it. He certainly didn't want to believe it now. Especially when considering that Mr. Stark knew who he was, where he lived, and his family. If he really did support the Sokovia Accords, and he  _was_ being told what to do by the government, what if he was ordered to reveal Spider-Man's secret identity to them? With one word, Mr. Stark could destroy Peter Parker's life, and put everyone he cared about in danger. Peter suddenly felt sick to his stomach, and his mouth had gone dry.

"Take it how you will, kid," Sam said, finally snapping Spider-Man from his thoughts, "but I think you've got this all backwards. Maybe you ought to look at things a little more carefully before plopping your ass on the wrong side of a war."

Peter's eyes remained locked on the concrete. "So...is that what you guys are still trying to do? Protect the world, stop bad guys and all that, even though the government is hunting you and attacking you?"

Noticing the change in the young hero's tone, a solemn smile pulled at Sam's lips, and he stretched his arms gingerly above his head. "Yeah, guess that's one way to put it."

 _If this guy and Cap and that growing dude are criminals, then I'm a criminal too._ It had never occurred to Peter that what he was doing as Spider-Man was technically illegal, which meant he was being a total hypocrite in this situation. Maybe it was because he’d never really had any bad run-ins with cops yet—and certainly none that resulted in a chunk of his side being blown off.  _Gag._

"But speaking of hunting and attacking," Sam continued, "I really need to get outta here. Those men could be back here any second to blast the rest of me to bits." Gritting his teeth, he slowly crawled towards his flight suit. 

"What?" Peter exclaimed, rising to his feet. "Where are you going?"

"Away from here."

"With your wings?"

"Damn things are busted. I'll have to walk or something." He pushed and fought the metal extensions, trying to get them to fold.

Spider-Man didn't know how to feel at this point. He didn't know who he could trust anymore. Tony Stark was so freaking cool, and he had done some really nice things for him, but...now he wasn't sure if they were for the right reasons. Meanwhile, this guy and his crew had been spreading fear and mayhem across the entire world over the last couple months, but all in pursuit of protecting it. Which was the right path to take?

As he watched Sam struggle to move his injured body and adjust his broken wings, Peter decided that it didn't matter, at least not in this moment. Sam was doing what he believed was right, and he could only dream that Mr. Stark was doing the same. For now, he was going to do what he believed was the right thing to do for the current predicament he was faced with.

Inhaling resolutely, Spider-Man strode across the roof and stopped in front of the pack, dropping into a crouch by his side. Sam flinched.

"Well, that won't do," Peter replied.

"What?"

"What's  _the Falcon_  without his kick-ass flight suit? Nothing but a sad, angry man whose flightless face will never be featured on a microwaveable mac-n-cheese cup ever again, that's what."

Sam blinked, then snorted. “Gee, thanks.”

"I can't have that. Those mac-n-cheeses are my midnight munchies staple." Beneath his mask, Peter smiled shyly. "And, um, you seem like a pretty cool dude. I wish I got to hang out with Captain America all day and be a bird-themed badass." He chuckled, then sobered up a little. "Plus, um, if what you said before is what you're really fighting for, then I want to make sure you get to keep doing it. I honestly didn't know why you all were breaking the law and getting into so much trouble, but I'm glad you told me. It does sound like you're supporting something good, even if Mr. Stark and everyone else don't see that it is. And you're right: I should've looked into everything more before joining the fight. Sorry about that."

Sam studied him quietly before breaking into a smile. "Huh. Well, it's cool. Especially the badass comment. You may be obnoxious as all hell, and, like, a fourth grader, but you probably have more sense about you than half the Avengers right now. Maybe you should try talking some of that sense through Tony's thick skull."

Peter was terrified to even bring up the subject around him by now, but gave a small nod regardless. He was glad the two of them had managed to reach some kind of peace, despite the grudges still held by the sides they had supported. He looked up at Sam expectantly. "So, uh, may I?" he asked, prodding at the metal gear with his finger.

"May you what?"

"Take a look at your wings. I might be able to fix them."

"You?"

"Uh...yeah? Me."

Falcon scoffed. "You a military mechanic now too?"

"Well, no," Peter said, popping open a flat panel that revealed the inner workings of the flight pack, "but, um, I know a thing or two about building stuff and electrical circuiting and all that crap. I can at least try."

Sam watched the boy as he fiddled with the wires and engine delicately, wondering where on earth Tony had found this guy. He had crazy powers, an innocent kindness about him, and an incredibly smart and solid head on his shoulders, despite his obviously young age. The kid was an enigma.

"Damn, bud. You've sure got a lot going for yah."

He giggled shyly. "More like I'm a dork who needs to find a more social way to spend my free time. But don't go complimenting me yet." He reached far into the pack and found something lodged inside the metal. With a yank, he ripped it free and held it up to his face. A bullet—probably the one that had caused all the damage. If the titanium hadn't stopped it, it would've blown a much more deadly hole through Sam's body. He studied it curiously, wondering why the people who were after him were so quick to jump to lethal force, then tossed it over his shoulder, getting back to business.

"Let's see," he mumbled as he worked. Two exposed wires that had been snapped in half were touching, creating sparks that were burning the rubbery insulation surrounding them. That's what was causing all the smoke, which meant the repairs required were a lot less complicated than he had anticipated. All he had to do was link the correct wires back together. Moving carefully, he held the two sides of one frayed line against each other, then made them stick with a small shot of webbing. Satisfied, he did the same with the second wire, and laid them both back in their correct places. It was possible that the bullet had shredded through something else in the pack, but he hoped whatever it was wasn't too important. Thankfully, the engine itself didn't appear to be damaged, and he closed the panel back up.

"Alrighty," Peter huffed. "Try starting it up again."

Skeptical but optimistic, Sam lifted the flight pack off the roof and carefully slipped it back on to his shoulders, clipping the belt around his torso. He clicked the activation button on his glove, and with a couple of chugs and sputters, the engine slowly hummed to life. Sam stood and laughed in shock.

"No freakin' way!" he cried, lifting tentatively off the roof then whipping into a triumphant spin. "You—you actually did it!"

"It was honestly nothing," Peter chuckled sheepishly, "just enough to get you to a  _real_ mechanic and a _real_ doctor. The web fluid I used to stick everything back together probably won't last more than a couple hours, so I'd get going pretty quick if I were you." He tilted his head to the side. "Do you have somewhere to go to get patched up?"

Landing back against the roof and retracting the wings into his pack, Sam stared down at the kid with a mixture of confusion and amusement. He was short—a lot shorter than he remembered; he hadn't been able to see Spider-Man in contrast to his own height until now, when they were standing directly in front of each other. It was almost sad to think that someone so young with so much power and potential was all tangled up in the midst of  _their_  disagreements and  _their_  mistakes, which he had no control over. His mindset was so simple, yet so pure: do what you believe is the right thing to do. He could only dream that the world could operate on such simple terms without everyone ending up at each other's throats.

Shaking his head, Sam sighed. "Uh, yeah. I think so." He turned to face the edge of the rooftop, pressing his hand to his side. "And I...I really appreciate all this. If I had run into anyone else from Iron Man's team, I'd be back in a cell for sure."

Spider-Man walked to stand by his side, crossing his arms against his chest. "Well, um, please don't make me regret it. You seem pretty awesome and all, and I'm still repressing the urge to ask you to, like, sign my forehead or something, but I'm not a hundred percent certain that what you're doing is right." He threw his hands up defensively. "And, h-hey, let's be clear, I don't know if what I'm doing is the right way to go about this either." His gaze fell to his feet. "But either way, I really hope you and me and all the other super people are still somehow united by our mutual goal to save the world or whatever, and that maybe someday you guys can all work together and put your differences aside to help people as a big, badass team again."

He waited, thinking Sam would surely laugh at his juvenile wistfulness. Instead, Sam smiled softly.

"That'd sure be nice, kid. Hold on to that dream for me, would yah?"

Spider-Man looked up at him surprisedly, hands falling to his sides. Sam returned his grin, seeming to understand their quiet camaraderie, then locked his gaze on the horizon. With a sharp breath, Falcon shifted forwards, shuffling his feet closer to the edge, when he suddenly slipped. Peter jerked out and caught him in an instant, narrowly stopping him from tumbling off the building.

"W-whoa," he stammered, supporting him with an arm under his shoulders. "Are—are you okay?"

"Yeah, heh," Sam chuckled, gripping his head in his hand. "Whoo, man. Sorry 'bout that. I guess I'm still a little out of it. I'm fine."

"Are you sure? I mean, it'd be kinda awkward, but I could try, uh, web-swinging you to safety, or—?"

"Nah, nah, you've done enough," he assured him, relieving his weight from Spider-Man's shoulders. "You don't need to be seen helping the likes of me anyhow. You're in this deep enough as is. I'll be fine."

He backed away from the edge a little, kneading sorely at his temple. Spider-Man watched him nervously, hoping he was actually planning to go to a doctor and not just saying so to get him off his case. He was really beaten up.

"Hey Sam?" he said as Falcon took a low stance.

"Yeah?" he replied.

Spider-Man fidgeted timidly with his hands. "Could you maybe, um...after you're all fixed up and whatnot...say hi to Cap for me? And tell him that he's awesome? I mean, that I think he's awesome? I mean, he  _is_  awesome, obviously, but I just want him to know that it's  _me_  who is  _reminding_  him of the fact that he  _is_  indeed awesome—"

"If I see him, I'll let him know," Sam chuckled.

He grinned brightly. "Thanks. Oh, and also that, y'know, I'm sorry. For fighting you all without really knowing the whole story."

Sam nodded. "Alright."

"Yay."

Balling his hands into fists, Falcon broke into a sprint across the rooftop. With a click of his thumb, the massive metal wings unfurled from the pack and extended out at his sides right as he leapt off the edge. For an instant, he free-fell, and Peter wondered in a panic if he had actually fixed his gear or not. But to his relief, Sam quickly caught the breeze and zipped into the air, spinning with all the grace and effortlessness of a real falcon. He was headed towards the clouds, clearly to avoid any further detection.

Spider-Man hoped he had made the right decision in all of this. By now, that was all he could do. At the very least, he hoped that Sam would be alright. He seemed like someone who really wanted to help the world, and who was willing to put himself in danger's way to do so. That was everything that Spider-Man wanted to be and more.

As Peter watched him soar, a little starstruck and fan-girly, something suddenly dawned on him. Frowning, he glared up at the twirling Avenger as he ascended towards the expansive darkness, cupping his hands around his mouth. "Hey Falcon! One last thing!"

Sam glanced over his shoulder, having to yell over the wind to be heard. "What?"

Spider-Man raised his fist into the air and waved it angrily as Falcon vanished into the cold, gray sky.

"You still freaking owe me a new  _lunch!"_


	5. Unlock The Door

"Hello? Earth to Peter Parker? What's the matter with you?"

It wasn't until he felt a hand jab his arm that Peter finally snapped back to reality, blinking his eyes. "Huh? W-what?"

"Dude, did you even  _hear_  me? I asked you a question. You've been staring at your mashed potatoes like a zombie this whole time."

The bubbly chatter of the high school cafeteria slowly washed back over him. The lull of conversation, the sound of chewing and footsteps, and the ticking of the clock on the wall on the other side of the room. He glanced across the lunch table to see a couple of girls walk by, snickering into their hands.

Peter sat up straight, feeling his face grow warm. "Oh. Uh, sorry." He turned to his left. "Um, what was the question?"

Ned snorted. "The Algebra quiz, bro. Was it hell?"

Yawning and rubbing his hands into his eyes, Peter shook his head. “Oh. That. No, it was fine. Just a front-and-back page about inverse trig functions. Took me five minutes.” He scooped a blob of mushy potatoes on to his spoon and popped it into his mouth, realizing he had yet to take a single bite of his lunch.

Ned moaned. "You know your version of 'fine' is a little different than mine, Pete. I got a B on the last two, so I seriously gotta do well on the next ones to keep my A for the semester." He hunched his shoulders bitterly. "This wouldn't be an issue if  _somebody_  hadn't skipped out on our study group last night...again."

He could feel Ned's irritated glare drilling into his skull, and he swallowed painfully, guilt itching at the back of his throat. "Y-yeah, I know. I'm real sorry, Ned. I dunno how it slipped my mind. I've just been...busy. Super busy. With stuff."  _And by stuff I mean jumping off of skyscrapers in red and blue spandex, webbing up baddies, and saving cats from garbage chutes. Now_ that _sure was an eventful evening._

"What the hell is keeping you so busy?" he asked, digging into his hamburger. "You've missed, like, three different classes this week and skipped the Decathlon meeting again. Did you get a job?" Peter felt a finger poke him in the ribs. "Don't tell me it's a  _girl._ You aren't ditching for some chick, are you? I mean, I know the dance is coming up, and getting any kind of action for either of us is a miracle, but  _still—"_

"No, it's not a girl," Peter laughed shyly. He scoured his mind for an excuse that he hadn't already cited a million times before. "I've just been...sick, y'know? Allergies. That's all." He coughed into his arm for effect. He really wasn't in the mood to talk about this right now. Far more pressing matters were on his mind.

"Well, speaking of the dance," Ned said with a mischievous grin, "have you muscled up the courage to ask  _you know who_  yet?"

Before he could reply, the bell tolled overhead, coming in serious clutch for once. He stood quickly and joined the massive exodus, leaving Ned lagging far behind.

"H-hey! Peter! Where're you going? Wait up!"

"I'll catch you later, Ned," Peter called back to him, throwing a half-hearted wave over his shoulder.

He was across the lunchroom and around the corner before the bell chime had ended.

* * *

Peter Parker hadn't slept very well the past couple of nights. He couldn't stop thinking about what Sam had told him. Contrary to his initial presumptions, the Sokovia Accords were  _no bueno_  for a certain spandex-sporting spider-kid who enjoyed operating as a masked vigilante—secret identity intact. The U.N. papers got the government all involved in the Avengers' superheroing antics, and that was not something he really agreed with, nor something he wanted to have encroaching on his own life anytime soon. Also, Captain America and his crew weren't exactly the mindless radicals everyone believed them to be. They were trying to do the right thing and keep the world safe.

And, worst of all, there was Mr. Stark.

Mr. Stark was awesome. He was a genius, an icon, the invincible  _Iron Man._ On top of all that, he had taken Peter under his wing, upgraded his tech, and given him the coolest freaking costume in the world. But now, it also seemed like Mr. Stark had kind of used him. He hadn't taken time to explain everything to Peter before dragging him into a war to fight for something he didn't necessarily support.

It was really scary to think about. He wasn't sure he could trust him anymore. And the fact that Mr. Stark could expose Peter Parker as Spider-Man at any given moment—whether the Accords required it or simply if the right mood hit—wasn't exactly a comfort.

As he jogged out of the school, stripped off his cover clothes behind an alley, and leapt into the air with an overstuffed backpack hanging off his shoulder and a mask covering his face, threads of webbing carrying him down the road, he realized he couldn't take it anymore. He had to talk to Mr. Stark about this. If he didn't, the worry and paranoia was going to eat him alive. He hoped the billionaire Avenger wouldn't mind him popping by the tower for a quick chat. He had never really visited the facility without Mr. Stark being the one who took him there. He also hoped that he was completely wrong about everything that was currently gnawing at his nerves.

Within minutes, he had thwipped his way across New York all the way to Avengers Tower. He swung from a web-line and stuck to the sheer surface, squinting his eyes to see through the tinted windows. It didn't look like anybody was home—at least, not on this floor, whichever one it was. He shrugged, then crawled upwards, sticky fingers sliding effortlessly along the glass. Within minutes, he had rounded the bottom of the extended balcony and leapt on top. A circular pad for helicopters and Quinjets to land on sat in the middle of the space, and a small path leading to the entrance was tiled beneath his feet. Just knowing that all of the Avengers had stood in the same place he was standing at some point—from Cap to Bruce Banner to even  _Thor_ —made him absolutely giddy. He wondered if he would ever get to meet all of them at the same time someday—you know, when they weren’t hellbent on beating the crap out of each other. The possibility seemed pretty slim after everything that had happened between them. Still, he should invest in a selfie stick, just in case.

His excitement quickly began to dissipate as he approached the shiny walls, replaced by a tingly nervousness. What if Sam was the one who had been lying? As much as the idea hurt him, he couldn't dismiss it out of hand. What if he had sugarcoated his side of the story to make Spider-Man sympathize with him and let him go, and Peter had bought it? Then again, Mr. Stark could have done the same thing. That was what he had to find out. Somebody wasn't be straight with him; somebody was not telling the full truth, and he needed to know who. He had to keep Aunt May safe. Sucking in a deep breath, he gave the glass door a careful push, and it slowly swung open.

The room was quiet and empty. A few bottles of expensive-looking spirits were scattered across the counter of the bar to his left, which were the only things suggesting that anyone might actually be living here. Peter stepped inside hesitantly, feeling like an unwelcome intruder against the luxurious space. Which he very well might have been.

"Mr. Stark?" he called out, gazing around anxiously. The marble floor was frigid beneath his feet. He began to think the place was deserted, until his sensitive ears caught wind of distant, muffled music playing. He followed the noise down two flights of stairs until he was face-to-face with a steel door, which was propped open by an old, rusty Iron Man helmet. Peter slipped through the crack and crept into the impressive workspace. Wrenches and scrap metal and tool boxes were sprawled across the long rows of tables, along with detailed sketches of multiple different suit designs. Some were of costumes for the rest of the Avengers, even those who were currently on the run. Peter walked down the center aisle slowly, marveling at the amazing tech and dying to know how all of it worked, curious eyes darting back and forth. His feet dragged to a stop in front of a large, red gauntlet. It was outfitted with intricate panels and buttons, and had an icy blue circle in the center of the palm. It looked dope as hell. He crouched down to get a closer look, tilting his head to the side and reaching out with tentative fingers to pick it up.

"Don't touch that."

Spider-Man practically leapt out of his skin. He whipped around and discovered the disheveled billionaire sitting on a stool on the opposite side of the room, a blow torch in his hand and a welding mask over his face. He was speckled with splotches of oil and grease, and his hair was a wild swirl of messy wisps. A pair of headphones were curled around his neck, quietly howling with some kind of ungodly rock music. He popped the blow torch in the air a few times.

"New repulsor gauntlet prototype. Highly unstable."

Recovering somewhat, Peter relaxed his shoulders and gave a nervous laugh. "O-oh, right. Sorry. My bad. I haven't—I didn't—I mean, I was just looking."

"Mm-hmm. Sure."

Clearing his throat, Spider-Man effortlessly cleared two tables with one leap and landed at Tony Stark's side, crossing his arms close to his chest.

"So, um...what are you working on?"

"Nuh-uh," Stark snapped. He lifted the welding mask off his face and bopped Peter on the nose, making him flinch and blink. "You gotta answer my questions before you get to ask any. Here I am, sitting in my tower, smack-dab in the middle of a very important project, eating a freshly made tuna salad sandwich, and in waltzes a teenager spider-brat without any warning whatsoever." He snatched said tuna salad sandwich off a plate and took a big bite, scoffing through his mouthful. "C'mon, kid. Don't you know better than to come sneaking into somebody else's place and start messing with their crap?"

Peter shrunk with embarrassment. "Oh, no, I wasn't—I didn't mean to—" Giving up, he hung his head. "Sorry. I'll leave now."

He turned back to the door, shoulders slouching, but Tony caught him by the arm.

"Hey, hey," he huffed. Peter glanced back up at him, and Mr. Stark sighed with a small smile. "It's alright. You can stay. Just—what are you even doing here? And how the hell did you get in?"

Spider-Man shrugged sheepishly. "The balcony-landing-pad thing. The door was open."

Tony scoffed. "Seriously? Well that's embarrassing." He lifted his gaze to the ceiling. "FRIDAY, lock that for me, would yah? And  _keep_ it locked."

 _"Already done, boss,"_ a woman's voice replied. Tony stood and laid the blow torch on the table beside them.

"Geez. You sure know how to get under a guy's skin, kid."

Peter smiled and scratched the back of his neck. "Funny—my aunt said something along those lines just the other day. So did a burglar I nabbed. And that lady on the subway. And a kid I babysat last Thursday."

"I'd prefer if you called before just popping by out of the blue. Why are you here? Please tell me you aren't scavenging for food or something. Rhodey's still pissed at me for letting you eat all his protein bars." He dropped the welding mask into a bucket on the floor and scooped up a pile of thin papers. "Or were you hoping to catch a peek of some of the new upgrades I've come up with for your over-glorified leotard?"

Spider-Man rubbed his hands together anxiously. He was still so afraid to talk to him about this. Why was he so afraid? He knew Mr. Stark cared about him—at least a little bit. Enough to make him cool suits and act pissed when he got himself injured. But he didn't know if he cared enough to dismiss his loyalty to the Accords he had signed. He didn't know if he cared enough to understand what Peter really cared about. And that terrified him. "W-well, actually—"

"Because if that's the case, I suppose I could show you what I've got." Hiding a suave grin, he turned and marched across the room to a low, wide desk. Frowning confusedly, Peter followed him to the display and watched as his hands zipped fluidly across an array of holographic buttons and keyboards. From a virtual stack, he selected a folder labeled "Underoos" and flicked through the surprisingly extensive number of files inside.

"Okay, well, before that, could I talk to you for just, like,  _one_ second about—?"

"I've had this idea in mind for a while now, but I wanted to get your opinion on it before finishing the prototype," he said, cutting him off again. "Ah, here we go." Tony tapped on the project document with his index finger, and Peter began to grow annoyed.

"Mr. Stark, I'm trying to—" he started to say, but his words stopped short as an image immediately appeared and expanded before them, making Peter flinch back in surprise. It was a massive, 3-dimensional render of the original Spider-Man costume Mr. Stark had made for him, except this one had something a little extra. Under both of the suit's arms, stretching from the elbows to the upper part of each leg, were a pair of  _wings._  Well, not quite wings—more like two thin flaps of wide, taut fabric clearly meant less for actual flight and more for gliding. Regardless, they looked  _freaking awesome._  Even better, the wing-things were translucent and decorated with subtle webbing details to match his spidery theme. Altogether, the suit was amazing. Leave it to Tony Stark to somehow find a way to make armpit web-wings look cool.

Under his mask, Peter couldn't stop himself from gawking. "W-whoa. Is that...?"

"Yeah, a flight suit. Glide suit. Something like that." He enlarged the picture and gave it a spin so Spider-Man could see the costume from every angle. "I based the design off those fancy wingsuits people use nowadays to fly through canyons and mountains and crap like that with cameras mounted on their heads."

Peter laughed disbelieving, the blue light reflecting in his large, white eye lenses. "Or—heh—or like those flying squirrel things on  _Planet Earth._  This is  _insane,_  Mr. Stark! How far do you think they would carry me? If I started at, like, the top of the Empire State Building or something,  do you think I could make it across the whole city? Oh, now I'm  _dying_  to try this! You'd really—you'd make it for me?"

"Technically, I already have. I just need to assemble all the parts together. I wanted to see if you had any input to give before I went ahead with my design. I had in mind that you could use them in case you ran out of webbing and needed to save yourself from falling to your death, but sure—throw yourself off the highest building in NYC and see how that works for yah." He placed his hands on his hips. "If you're good with my model, I can have the full suit ready for you to test by tomorrow."

Peter Parker was beaming.  _Holy crap. Mr. Stark and I could go flying across the city together! I can't even imagine how amazing that would be!_ Web-wings! Why hadn't he thought of that? Spider-Man gazed up at the 3D projection, just about to voice his excitement and endorsement, then faltered, his smile diminishing.  _Wait. Whoa. Slow down, Pete. Remember what you came here for. What you came here to do. The airport fight. The Sokovia Accords. Talk first. Then—if everything turns out okay—spider-sugar-gliding later._

Taking a step back, Peter lowered his eyes to the floor, rubbing at his arm. "Um, actually, hold on. Raincheck." He paused for a moment, weighing how to word this properly, his nerves returning, and Tony narrowed his eyes. Spider-Man inhaled a slow breath, then lifted his gaze. "The costume, it's—it's really cool, Mr. Stark, and I really appreciate you taking the time to make it for me. For everything you've done for me. You've helped me more than I could ever ask for or deserve." He swallowed. "But, uh...I think I need to ask you about a few things before I can let you help me any more."

He waited fearfully while the Avenger stared at him with silent confusion. Tony’s frown soon melted into a puzzled smile. "Well  _that_  came out of nowhere. Why so serious all of a sudden? Was it something I said?" He walked up to him and lifted the Spider-Man mask off his face, revealing the innocent eyes and nervous expression underneath. "Oh God, how old are you again? Don't tell me your aunt hasn't given you  _'the talk'_ yet, 'cause I am not in the mood to delve into all those enlightening details while I've still got half a sandwich left."

Peter tried to laugh, but it came out more like an awkward cough. "N-no, no, not that. I'm, um, good on that end. I think." He slipped the bunched-up mask off his head and scratched at his messy brown hair. "This has to do with...something else."

Tony took a second to look over the kid's uncharacteristically troubled appearance, and the comical grin gradually fell from his lips. His eyes clouded with sudden worry, and he leaned down a little so that they were at the same level, gripping the young superhero's shoulder in his hand.

"What? Did something happen? What's the matter? Spill, kid."

Spider-Man bit his cheek anxiously. "It's just..." he began, balling up the mask in his hands. "Well, um..." He shook his head and stared up at him. "Mr. Stark, am I an Avenger?"

Peter watched Tony frown slowly and chuckle. "Um, what? That's what you—?" His shoulders relaxed and his grip slackened. "Uh, well, heh, that's, uh—that's gonna be a solid  _no,_  champ. Sorry. Not even close."

Mr. Stark patted him on the arm and turned around, clearly thinking that the matter was settled, but Peter clenched his jaw.

"So that means the Sokovia Accords don't apply to me, right?"

Even though he was facing away from him, Peter could see Mr. Stark stiffen slightly at his words, and he knew his smile had vanished. Tony glanced back at him, his brow furrowed.

"The Accords?"

"Yes. You know, the documents outlining how the Avengers have to be controlled by the government from now on? The papers that Cap's team fought against and your team fought for? The thing that you and Rhodey and everyone else on your side knew about and agreed with and signed...except for me?" He could feel the frustration pushing at the back of his throat with every word, but he fought to keep his voice level.

Tony turned all the way towards him. His expression was unreadable. "Uh...okay. Um, yeah. They don't apply to you." He picked up the rest of his sandwich and shoved it into his mouth.

"So I don't have to worry about any government agents busting down my door and demanding that I work for them anytime soon?"

"Why are you bringing this up all of a sudden?" Stark countered crossly. Peter swallowed.

"Maybe because you didn't bring the Accords up with me before taking me to fight for them—something that I didn't understand and  _still_  don't agree with."

Tony realized that Peter was seriously angry about this, although he didn't really know why. "What about them do you not agree with?"

"That they—I mean, they go against everything I do as Spider-Man! They prevent superheroes from protecting the world! They don't let the Avengers help people!"

"Peter," Tony sighed despondently, "listen. You've got to see the big picture here. I know you're young, but you're part of this now, and you can't romanticize superheroes anymore." He grimaced a little as he spoke. "The Avengers aren't the flawless saviors you think they are. You don't know how much suffering and death our actions have resulted in—even those with good intentions. You haven't been alive long enough to make the kinds of mistakes that we've made. You haven't had to face situations or make decisions that have cost thousands of innocent people their lives." His eyes were cold and pained. "We need a way to keep ourselves grounded. We need to have some type of regulation overseeing us to limit the amount of global devastation we cause. The Accords aren't perfect, but they're the best we're gonna get to meet that need."

Now Peter was beginning to finally see it: the two sides of this argument for what they really were. Both were choosing to sacrifice something in order to do what they believed was best for the world based off their personal experiences with failure and heroism. While Cap and his crew gave up their image and allegiance to the justice system to continue protecting the world from evil, Tony and his side chose to surrender their freedom to a higher authority to protect the world from themselves. Both positions had their virtues, and both had their faults. Unfortunately, Peter Parker's exposure to the deadly correlation between danger and inaction forced him to align with the belief that ran opposite to Tony Stark's. And he couldn't keep that to himself any longer.

"The Avengers don't cause devastation, Mr. Stark," Spider-Man said. "They work to stop it! If somebody is trying to stop something terrible from happening, of course they might make mistakes! But that should never stop them from trying to help in the first place, or convince them to let the government prevent them from helping!"

"It isn't that black and white, kid. You have to understand that our call isn't always the right call."

"Neither is the government's."

"They're not the enemy here."

"And neither are we!" he almost yelled, then retreated slightly. "I mean, y-you guys. The Avengers. The Avengers aren't the enemy. The enemy is all the jerks out there who are actually trying to hurt people! Sam told me how he's only breaking the law because he wants to continue protecting the world without dealing with a middleman, even when those special ops dicks keep attacking him and his—"

"Sam?" Tony broke in, stepping towards him. "You mean Sam  _Wilson?_  You talked to him?"

Peter felt his face go red.  _Oops._ "Uh...no. W-well...I might've had a  _tiny,_ little...pow-wow thing with him." He lowered his gaze. "So what?"

Tony grabbed him by the shoulders. "When? Did he attack you? Are you alright?"

Spider-Man grimaced. "N-no, of course not. I just ran into him by accident. He was shot down by someone. He was hurt and needed help, so I helped him. And we ended up just kinda talking about everything that's happened. He told me his side of the story."

Tony's hands slid down his arms exasperatedly. "So that's what this is all about. You need to stay away from him, Peter—all of them. They're dangerous."

"At least he was honest with me about all of this," he shot back. "He explained everything to me that you didn't. He seemed really cool and like he really wanted to help people." He pulled away from his grip. "And you know who's more dangerous than him? The bad guys that you're trying to make it impossible for the Avengers to stop!"

"Not impossible, kid—of course not. I want the Avengers to work alongside the U.N. so we can stop our common enemies together. So we can pick our targets carefully and purposefully instead of barging into other countries and invoking our own personal agenda in places that may not even want our help. It's selfish and ignorant of us to think that our will is the only will that matters when dealing with international threats, and that's what the Accords are meant to fix."

Peter stared up at the hardened Avenger in silence, his skin hot from the intensity of the conversation, his mind reeling as he tried to gather his thoughts. He wanted to agree with him. He wanted to see the world the way Tony Stark saw it: when he had watched the weapons he'd created to protect people be used by murderers to kill them. When mistakes he had made years and years ago had turned good people bad and resurfaced with a vengeance to destroy hundreds of innocent lives. When something he had designed to bring peace and protection to the earth had turned against him and demolished an entire country, and nearly the entire world. Of course he wanted regulation. How could he trust himself to help the world, after all of the blood and suffering his attempts to help it had reaped? He wanted someone to tell him no instead of depending on his own shattered judgement in the face of dire threats. Peter understood why Mr. Stark's guilt was driving him to support his side of the equation.

But that didn't mean Peter Parker believed it was the best solution for the rest of the world.

He dropped his gaze to the floor, fists balled at his sides. "Well, you could've at least given me the chance to decide for myself. I don't agree with the Accords, but you made me fight for them." He couldn't keep how hurt he was feeling from bleeding into his voice. "Did you...not tell me on purpose? Did you keep me in the dark just so you could use me to overpower Cap's side?"

"Peter, no. It wasn't like that." He stepped towards him hesitantly. "There just—there wasn't enough time to explain. And by that point, it wasn't about the Accords anymore. Barnes—Cap's war friend, the man with the metal arm—he was dangerous. He had broken out of prison, attacked people, and at the time it was my understanding that he was responsible for the explosion in Vienna. He's an assassin for Hydra." He retreated, his voice suddenly uneven. "I mean...w-was. Regardless, he had killed people, and he needed to be stopped. We were outmanned, and if I didn't catch all of Cap's team or convince them to yield within thirty-six hours, Ross would've sent his own people to kill them. So I recruited you and anyone else I could to help me stop them so Barnes would be in custody and my friends wouldn't be dead. I knew you and your abilities would help me do that. That's why I wanted you there." His hand prodded unconsciously at his chest, as if he was experiencing some kind of phantom pain. "I guess in a way you're right. I did use you to try to stop Cap. I didn't tell you everything that was going on, and that was wrong of me. I'm sorry for that. I regret bringing you there and getting you involved in all of our crap. But I was desperate, and I was doing what I knew had to be done. It's over now."

Closing his eyes, Tony Stark leaned back against a stool, his body hunched and weary. As Peter glared at him from a distance, he couldn't decide how he felt about his explanation. It was clear he had come to him for help in a time of weakness, even if Peter hadn't known the full extent of it. He didn't mean it as anything personal—he just wanted to protect his friends. Peter could understood that, although it still made him feel a bit used. But if it was Ross and his goons who had threatened to kill the Avengers if Mr. Stark didn't stop them first, then why did he want the same twisted government panel controlling them? It seemed counterintuitive, especially now that he knew what the people on Captain America's side were still dealing with, and what he could face in the future.

"But it's not over, Mr. Stark," he said nervously. "Not for me. I'm involved now. What if they want  _me_  to sign? What if I'm the next hero they want control over? What if they figure out who I am just like you did?" His voice was growing chopped and panicky. "W-what if they order you to tell them my identity? Would you—would you tell them? What if they told the whole world about me? My friends, my aunt, s-someone could come after them to get at me, or  _worse—?"_

"Peter," Tony interrupted him sharply. He wrapped an arm around his shoulders and made him sit down beside him, yet his movements were slow and gentle. Spider-Man stared up at him confusedly, his breathing still a bit shaky. Mr. Stark's hand rested on his back.

"I want you to listen to me very carefully, alright? Nothing about these Accords or the U.N. or S.H.I.E.L.D. or any other stupid security agency will ever convince me to do anything that might hurt you. I'll screw them all to hell a thousand times over and have my ass thrown in prison before I let that happen. No matter what comes out of this, I won't let them lay a finger on you or anyone you care about." His eyes were startlingly intense as he spoke, yet at the same time soft. "You disagreeing with me or not about all this political crap doesn't change anything. Your secret is safe with me and so are your loved ones. I promise you. Okay?"

The teen held Mr. Stark's earnest gaze for a long moment. His hands were restless in his lap, and his skin felt itchy beneath his tight-fit costume. Tony waited to hear his response, growing more and more puzzled as the silence stretched into nearly a minute. Then, without a word, Peter stood and walked back to the table, picking up his Spider-Man mask and carefully slipping it back over his head. Stark rose to his feet as the kid strode towards the door.

"Peter? What's the matter? Where are you going?"

"N-nothing. Nowhere. It's just..." He slung his backpack on to his shoulder, looking uneasy and distant, like all the answers he had received throughout their conversation had only bred more questions in his troubled mind. His fingers kneaded at the doorknob. "I just...need to think about some things. Thanks for talking with me, Mr. Stark. Even though I kinda broke in here without permission and stuff."

Then he stepped through the doorway and out of the room. Baffled, Tony trailed behind him, following him up the stairs, wondering what the hell the kid was trying to say. He ascended to the highest floor of the tower.

"Peter—" he called, wanting to let him know that from now on he could stop by anytime he liked. He didn't want him to feel like he was unwelcome if he planned on returning without a heads-up in the future. But by the time he reached the upper room, Spider-Man was already leaping off the balcony and swinging across the city, disappearing behind a wall of gray buildings within seconds. Tony Stark leaned off the railing as he watched him vanish, a slow and heavy sigh sliding from his lips.

"FRIDAY," he hollered towards the ceiling, his gaze still locked on the urban skyline.

 _"Yes boss?"_ the woman's voice replied.

Tony turned to face the curving staircase and began making his way back to his workspace, rubbing his eyes with the heel of his hand.

"Unlock that door for me, will yah? And  _keep_  it unlocked."


	6. Unexpected Encounters

Peter dropped a couple hundred feet before catching himself on a strand of webbing, his heels narrowly skirting above the street. A man on the sidewalk barked curses at him as he swung by, but he paid him no attention. He carried himself higher on a long, taut thread and flipped over an office building, his mind racing.

_I should be happy. This is good news. Why aren't I happy?_

He landed on a rooftop and ran to the opposite side, springing off and twisting through the air.

_Mr. Stark won't out me. He promised he wouldn't. That's what I've been worried about, but that's no longer a concern. Aunt May is safe. I should feel relieved._

With a kick off a window, he somersaulted above a truck and snagged a web-line to a street sign. Pulse-pounding parkour-ing always seemed to help him think better when he was troubled; the brisk air against his skin awakened his senses and cleared his head. He could feel the adrenaline coursing through his veins with every movement of his muscles. Spider-Man passed over a construction site, flying between the massive equipment and steel beams, ignoring the cries of surprise sounding from below. He dropped into the dark alleyway behind it, slowly rising upright and lifting his gaze to the sky.

_So why do I still feel so uneasy?_

It was like there was this ball of dread hanging off his heart that he couldn't shake. He had thought his fear for his loved ones' safety was the cause, but clearly there was something else at play here. He didn't understand. He didn't have to worry anymore. Mr. Stark was on his side. Everything was okay now. And yet the disquieting sensation held its grip, making him feel sick to his stomach.

He drooped against the wall, the brick cold and coarse against his shoulder. Maybe...this wasn't just about him and his problems anymore. Maybe this was about the Avengers. Maybe this was about everything that had torn them apart over the past months, and everything that was continuing to keep them polarized to this day. It wasn't supposed to be like this. They were supposed to be a team that protected the world: "Earth's Mightiest Heroes" and all that jazz. Even before he had gained his powers, Peter had looked up to all of them as his idols: people he wanted to be like when he was older. He had only been seven years old when the psychotic alien army had come pouring into New York City to destroy everything—until the Avengers had showed up, swinging their gloved fists and magic hammers to save the day. He remembered how awe-stricken and inspired he'd been, watching the candy-colored superheroes battle and defeat the unrelenting enemy. And now that he had abilities, being an Avenger—or at least emulating the selflessness and bravery the Avengers possessed—was something he could actually pursue, and something he really,  _really_ wanted to do. But today, after being reminded of how disjointed the heroes he admired had become in such a short amount of time, Peter just felt...sad.

Ever since he had donned the identity of Spider-Man, he'd always had this childish fantasy about getting to hang out with all of the Avengers. Not training with them, or even fighting alongside them—although both of those sounded awesome, too. Just...talking. Listening to the stories they had to tell. Their victories together, their failures, and their personal lives. He could ask them questions in regard to this whole superheroing occupation he had undertaken that only they would know how to answer. He could speak with Thor about space crap, he and Dr. Banner could discuss his vast research on radiation (and maybe a bit on his mean, green alter ego, if he was willing), and Cap could describe firsthand how he'd punched Hitler in the face back in the 1940s. And they would tell him about everything they had overcome together: Loki, the aliens, the robot army, and so many other global threats. All the ways they had saved the world as a unit—as a team.

But now they weren't together anymore; they weren't a team. They had fought, and their opposing ideologies were still at war, continuously pitting them against each other. Steve Rogers and Tony Stark weren't friends anymore. He would never get to talk to both of them the way he could've a year ago, or even just a few months ago. The Avengers were split in half. And although he'd never actually been a part of them, or ever interacted with each of them individually, it felt like something inside him had been split right along with them.

But the worse part? He was powerless to fix it.

Maybe, in a way, it was for the best. Captain America and his followers could continue protecting the world how they needed to, and Iron Man's side could defend it how they believed they should. Maybe both of their ways were necessary for the preservation of their vulnerable little planet. But no matter how he tried to picture the situation, it all still felt so sad and wrong.

Sighing, Peter leapt over the metal gate at the end of the alley, which led to a thin street bordered by an old, dilapidated building. He should probably head home now. He had a Powerpoint presentation about the Krebs cycle he needed to finish for his speech tomorrow, and it was getting late. May was likely beginning to worry about him. Spider-Man jumped off the ground and stuck to the wall, feeling the plaster crumble a little under his feet.  _There's no point in stressing out about something I have no control over,_  he concluded. He would just have to keep helping people with the power he  _did_  have, and do what he could to not polarize his idols any further.

Peter crawled towards the roof. He couldn't remember ever being in this area of the city before—at least, not in this particular alley, on this particular building. His unconscious web-swinging must have carried him here. Fortunately, fifteen years in the Big Apple and six months of thwipping had a way of teaching a kid how to see themselves around any part of the city. He'd find his way back in no time.

Just before Peter reached the top, he was surprised by the sound of voices. They were hushed and muffled, and seemed to be coming from inside the building he was stuck to. He stopped in his tracks and listened carefully, trying to pick out intelligible words from the murmuring. Normally he would've ignored weird conversations happening behind closed doors because they didn't concern him and frankly he wasn't interested in hearing—New York was full of crazies. But this was different. Something about the voices seemed strangely...familiar.

His eyes drifted downwards, and he spotted a chunk of rubble that had fallen away near the bottom corner of the wall. Peter dropped to the ground and knelt low to the cement. The voices were louder now, more audible. Slowly, Spider-Man lifted his head to peer through the small hole. It took all his self-control to bite back the gasp that leapt into his throat.

"We shouldn't be here. We're going to get caught."

"Alright, then let's leave."

"We can't. Nat hasn't radioed in yet."

"How is she going to get us a boat in time? And without exposing all of us?"

"She'll figure it out. Trust me."

Peter ducked and slapped a hand over his mouth, his back pressed firmly against the wall. Small bits of rubble scattered at his feet, and his backpack slipped off his shoulders, landing in the pile of crumbled mortar.  _Oh...my gosh...? Holy freaking—it's—it's them! All of them! They're here, in New York! What the hell is going on?_  His heart was hammering inside his chest. Slowly, he took his hand away from his lips, trying to keep his breathing quiet and steady. He swallowed, then carefully rose back up, his eyes barely cresting over the opening in the wall.

"Well, let's hope she's fast," a very average-looking man said with a shrug. His face wasn't familiar, but Peter recognized his voice. The last time he'd heard it, it had been booming across a German airport from a person standing nearly a hundred feet tall as he tried to swat Spider-Man out of the air. "You know that whole thing where we crashed our plane into the Bight? That tends to attract a lot of unwanted attention. And trust me: New York is not the place to be if we're trying to retain our low profile."

"She'll get us a boat," the second occupant of the room snapped. It was Clint Barton, aka Hawkeye, the famous archer and deadly assassin. Although, at the moment, he was without his signature bow, and dressed in attire much more humble than his usual Avenger's get-up. "We just have to be patient and lie low until we get the call."

"Should we keep moving? I feel so exposed out here. I'm sure the kill squad is tracking us down as we speak. And where's Wanda?"

It was Sam. He was there, too. A heavy douse of relief rushed over Peter to see that he was okay after the whole "being shot and crash-landing into a building" episode. He still had a bandage over his left eyebrow. He was also without his wings, wearing street clothes.

From the right side of the room, a tall man with broad shoulders and blonde hair stepped into his line of vision, making Peter's eyes stretch even wider than they already were. He had a tight shirt and jeans on, and his back was to him. But Peter didn't need to see his face to know who it was.

"She's keeping watch for us. And I say we stay put and wait for Natasha. We don't need to be running around the city, catching more eyes. If we don't get word within the hour, we head down into the basement, or scout out a better hiding spot. For now, I think staying here is our best bet."

Captain America. It was Captain _freaking_ America. And not just Captain _freaking_ America. It was his whole crew: everyone that he had brought with him to fight in Germany, minus his metal-armed friend. And apparently, Natasha Romanoff was now on their side, helping them acquire a getaway boat.  _To get away from what?_  his rattled mind wondered. Giant-dude, currently regular-sized-dude, had mentioned them being in a plane crash. It was then he took note of their minor injuries and wet clothing. Were the same men that had shot Sam out of the sky now chasing all of them down?

Peter just sat there and gaped.  _What the hell am I supposed to do? Ignore them? Run away? Pop in and say "Hiya, Spidey here!" and ask for everyone's autograph?_ It was an idea he wasn't exactly against, but it didn't sound like the most educated course of action to take here. How did he always land himself in these kinds of situations? He wondered if Sam had relayed his message to Cap yet. If he had, maybe the rest of them wouldn't see him as an enemy.

Or maybe it didn't matter and he really should just get the hell out of here. After all, he didn't want them to be caught now that he knew what they were truly fighting for and what they were sacrificing in order to keep the world safe. He wanted them to continue fighting bad guys and saving lives on their own terms, even if that meant operating as outcasts and vigilantes. And even if it meant the Avengers continuing to exist as a severed entity.

Before he could make up his mind as to what he should do, Peter was startled by his spidey sense suddenly erupting at the base of his skull. He jumped to his feet and whirled around, only to find himself face-to-face with a young woman. Her dark, terrifying eyes were wide with alarm, and Peter stepped back rapidly. He recognized her as the girl with witchy powers from the airport battle.

"I—I wasn't—" he stammered, grappling for some kind of excuse. She didn't wait for him to find one. Her hands shot out and curled around the open air, forming a ball of red energy between her fingers. The crimson flames flashed in her eyes, and Peter felt a force seize him by the throat. With a whisk of her arm, she flung him sideways, and Spider-Man went crashing through the crumbly wall with a shriek. He landed hard against the concrete floor, dust and debris scattering every direction, his shoulder aching from the impact. Peter coughed harshly on the chalky fumes, then gingerly sat upright, groaning. His gaze lifted from the ground, and terror knotted in his stomach. Four sets of eyes were staring down at him, a mixture of shock and confusion plastered across the owners' faces.

He glanced around with jerky movements, heart beating wildly, debating whether he should just start hauling ass as fast as he could in the opposite direction. His mouth got the better of his brain. He wheezed into his hand, then gave a tiny, sheepish wave.

"Uh, h-hiya. Spidey here...?"

Everyone just stared. After a long and awkward pause, and after a little more of the decrepit building collapsed into a heap behind them, Sam scoffed in disbelief.

"You?  _Again?"_

"Oh god, it's that little pissant from before," Clint groaned, his body low and defensive.

"Hey, I remember you! You helped Iron Man and second Iron Man knock me down."

As if all the voices and attention weren't overwhelming enough, after absorbing the strange situation, Steve Rogers stepped away from the crowd marched right up to him, making Peter shrink with fear and amazement. He stopped in front of the downed hero, his sturdy form casting a shadow across his masked face.

"What are you doing here? Did Tony send you?"

Peter just gawked up at him for another few seconds, his eyes beaming behind the wide, bug-like lenses. It was the other half of the Avengers, all gathered in some random warehouse in New York, standing over him and demanding that he explain himself. Managing to reclaim a few of his scattered senses, Peter shook his head fervently.

"N-no, I didn't mean to—"

The witch-girl stepped through the hole in the wall at that moment, her eyes fuming. "He was spying on us from outside the building! He was probably telling someone our location!" She flung his backpack to the ground, spilling his schoolwork and textbooks across the floor.

Peter's face reddened. "No I wasn't! I—I didn't even know you guys were in here! I just happened to be in the neighborhood, being the f-friendly and neighborly hero I am, when I heard people talking! I had no idea I would find the Avengers' secret-clubhouse-tea-party convention, whatever the hell this is!" He scrambled to his feet, and the entire group winced, coiling their muscles in anticipation. All except for Sam Wilson, whose arms were crossed casually over his chest.

"You have a knack for being in the wrong place at the wrong time, kid."

"What the hell do we do with him? We can't just let him leave."

"And we can't trust him, either."

Peter was overcome with a mix of two very intense feelings. One was panic—very cold, very clear, very jittery panic. The other—and he kinda hated himself for it—was uncontrollable excitement. It was all he could do not to start spouting off about how big of a fan he was of each of them. And now that he knew that he sorta agreed with their side of the argument instead of Mr. Stark's, he couldn't deny how much he admired them for their commitment and sacrifice to protecting the world. But his enthusiasm was quickly being replaced with nervousness as he began to realize the extent of the predicament he had landed himself in.

"Y-you know, you guys don't have to talk like I'm not standing right in front of you. Because I am. Hi." He gave another shy wave. His voice quavered as he spoke. "And I  _promise_  you can trust me. I'm not here to—I'm not going to do anything. I didn't even mean to be here! Honest!"

"He's not going to out us," Sam tried to assure them. "Everyone just chill out for a minute." Peter assumed that meant he  _hadn't_ told anyone about how Spider-Man had helped him when he was injured. Rude.

"I'm not taking any chances," Hawkeye shot back. He motioned the woman forward with his head. "Wanda, read him."

Locking her eyes with his, the scary lady stepped down from the wall, and Peter flinched.  _Read_  him? That didn't sound good. Unconsciously, he began to back away, his terror expanding with every inch she crept closer. His head suddenly started to burn like his brain was being set on fire, and his veins flooded with panic.

But Steve Rogers stopped her before she could reach him with a hand on her shoulder. "That's not necessary. Everybody calm down. He's just a kid." He nudged her behind him, and with a puzzled frown, Wanda backed off, although she didn't look very happy about it. The burning sensation faded away, and Peter gasped sharply, realizing that he had retreated all the way back to the far corner of the room. He felt like an animal pinned by a pack of ravenous wolves—except he really wanted all of the wolves' autographs before they ate him. Inhaling composedly, Captain America approached the red and blue figure, keeping a generous amount of space between himself and the boy. Even though his face was hidden behind a mask, Steve could tell by his rigid stance that he was frightened, and understandably so. He spoke softly.

"What's your name?"

Peter forced a grin on to his face. He was still shivering a little. "Uh...Spider-Man?"

"Your real name."

"I...I'd rather not say. Mr. Captain, sir."

"How old are you?"

"Um, twenty-nine."

"Really? Not thirty-six and a half?" Sam teased with a snort.  _Whoops._

Steve sighed. "You're not helping your case, son."

"I have a case?"

Clint fingered the gun in his pocket. "He's stalling. This nosy bastard is going to blow our cover."

Peter shook his head feverishly. "No I'm not! I swear, I'm not! I'm not trying to blow anything!" Then he flinched, stifling a chuckle. "Uh...that, heh, didn't come out right. I mean, I'm just a local. I was swinging along and just  _happened_  to run into you all hiding here." He hunched his shoulders timidly. "And, I mean, who wouldn't stop to stare into a building full of Avengers? It's not exactly a scene you just stumble across on your average Monday afternoon, y-you know?"

Steve glanced back at the rest of his team, checking to see if they were buying the kid's story. They didn't look convinced.

Not-so-Giant-Man knelt down by his backpack and scooped a couple of the dusty papers off the floor. "These are...school assignments. Homework." He blinked. "Are these yours?"

"Um, no," Spider-Man replied. "Those are, uh...my son's. My friend's son's. I was just picking them up for him. He's got a nasty case of, um...appendicitis. Poor lad."

"I think the little freak is in high school. Holy crap."

"College, actually. Grad school. I'm working on my master's in...web design." He couldn't keep the laughter out of his voice as he said that last part. Sometimes he was just too damn funny for his own good—especially when he was scared out of his mind.

Hawkeye scowled. "I don't care about the brat's education level. What I care about is if he's going to tell anyone that he found us here. Or if he already has."

"He helped me when I was hurt just a few days ago," Sam said. "I told him about our situation and he listened. He's not our enemy. We can trust him."

"He was there in Germany," Wanda countered. "He fought against us."

"So did Romanoff," Cap pointed out, "and T'Challa. This isn't about who sided with whom anymore. We're past all that." He turned back to the oddly-dressed hero. "You said before that you're from Queens, correct?"

Spider-Man looked up at him with a nod. "Y-yeah. Born and raised."

"Then go back to Queens, kid. If you're not going to rat us out, and if you didn't come here looking for trouble, then do us a favor and get away from here. And if you  _did_  help Sam and you've heard our side of things, you should understand that everything we're doing is all for the sake of keeping the world safe. We're only here because we had a bad run-in with some people who don't agree with us on that end. We'll be leaving as soon as we can."

A few murmurs of disapproval came from behind him, but Steve ignored them. Peter was relieved to know that Cap trusted him enough to let him go scot free, despite the fact that he knew their plans and their location, but was also a little disappointed that the only way Cap thought he could help was by leaving. A part of him was eager to get out of here because of how intimidated he was, yet he also had a strong, bubbly desire to keep talking with them and just stand in their presence a little longer. Or maybe even sneak a couple selfies and videos. They were the  _Avengers,_  after all.

But he knew he was unwelcome, and it wasn't his place to loiter around demanding the attention of big-time superheroes who had better things to do. So, with a quiet sigh, Peter nodded his head. "Okay, I'll go. But for real: if you guys ever need a hand from a dude with spider powers, I'm always here. Or if you just want to hang out. See the city. Catch a flick. Crochet a beanie. I'm down for whatever. You're all seriously, like, the  _coolest_  people I've ever met. Big fan."

"We won't," Clint muttered under his breath. But Cap offered him a small smile.

"I'll keep that in mind. Thanks for understanding."

He grinned back and pointed over Steve's shoulder. "So, um, would it be too much to ask for my stuff back before I leave, Captain? Please?"  _I will die if I have to retake all of today's notes._

Steve turned around. "Oh, yeah. Of course." He walked past the rest of his team to the overturned backpack and stooped down to gather everything up. Even though they were whispering, Peter caught what Barton and Wanda were grumbling about off to the side: how bad of an idea this was,  _"letting this masked idiot run off to tell the whole world our whereabouts."_ Peter frowned slightly as he listened but didn't retaliate.  _Why does Hawkeye hate me so much?_  he wondered. Did Spider-Man really seem  _that_ untrustworthy? If the fight between the Avengers had never happened, they would all be friends by default right now, or at least civil acquaintances. What was he so paranoid about?

Then he glanced over to Sam, who was staring at him with a solemn expression. He could see it in his eyes: he didn't want things to be like this either. He wished they could all get along like they used to before the political fallout, and that Spider-Man didn't have to be alienated because of it. It was sad to think that the only thing that might be able to bring the Avengers back together again was some kind of disastrous catastrophe. He and Falcon's mutual hope for restoration and unity between the superhero squad was clearly not coming to fruition any time soon.

Cap finished collecting his things and zipped up the bag. Peter waited patiently for him to return them. But then, out of nowhere, a jarring sensation washed over him. It was his spidey sense buzzing inside his head, warning him of incoming danger. But at that moment, it was stronger than he'd ever experienced in his whole life.

His eyes whipped towards the shattered window, instinctively tracking what direction the threat was coming from. He sensed it before he could see it. Across the street, three buildings down, there was a man kneeling on a rooftop. He was dressed in all black. His stance was low and steady. And he had a sniper rifle aimed right at the warehouse they were hiding in, the scope trained directly on Captain America.

Everything suddenly dipped into slow motion. No one else saw it. Nobody else knew what was about to happen.  _Oh God._ Captain America was about to be shot. The bullet was going to kill him—cut a hole straight through his heart. Peter had no idea how he knew this, he just did. If he didn't do something right now, Steve Rogers was going to die. Terror seized him. His adrenaline spiked. He opened his mouth.

"Cap..."

Nobody moved. Nobody understood. He could feel the man's finger pulling back on the trigger. He had to save him! He felt himself take off running. His legs took on a mind of their own.

"Spider-Man?" Sam exclaimed, realizing the kid had broken into an all-out sprint. He was making a beeline towards Steve. "What're you—?"

_"Captain, watch out!"_

His body collided into his right as the shot rang out. The two of them went tumbling to the floor. Steve slammed to the ground with a grunt of surprise, and Spider-Man rolled across the concrete, sprawling to a stop on the other side of the room. Everyone else stood in shock, slowly absorbing what had just happened.

"Oh my gosh. Was that a gunshot?"

"Someone just shot at us!"

Sam ran to Steve's side, helping him slowly clamber to his feet. "Cap! Are you alright?"

He coughed into his hand, taking a moment to rise, then nodded. "Y-yeah, I'm fine. It was a single sniper, firing from the east."

"Got him," Clint said, aiming a long-distance taser gun through the window. A single capsule fired from the barrel, and the man went down in an instant. "He's out. But I'm sure there are more."

Wanda's hands balled into fists. "We need to move,  _now._  Where else can we hide?"

"Radio Nat. Ask her how much longer it'll be. We can't afford to wait around now that they've found us."

The hysterical voices seemed dull and distant to the young teen lying against the cold cement. Gradually coming to, Peter blinked repeatedly, his head feeling a bit fuzzy. He must've hit Cap a bit too hard while trying to knock him aside, hence the ache in his skull and the slight pain in his side.

_Oh gosh. Cap!_

Grimacing a little, Spider-Man sluggishly lifted his head, trying to see if he had shoved the super-soldier out of the way in time. "C-Cap...?" he called out. He laid his hands flat against the floor and tried to push himself upright. "Are you—?"

The words caught in his throat. He fell back against the concrete, gagging on a strangled gasp. The tiny sting in his side had suddenly flared into a gut-wrenching agony.  _What the hell? Did I break a rib?_   _That'd sure be embarrassing._ Biting back a groan, Peter carefully rolled on to his back and forced himself into a sitting position, unable to believe how much pain it caused him. It felt like his insides were on fire. He gripped the burning area with his hand as the others frenzied around him.

"What hit me?" Steve asked, rubbing at his shoulder.

"The kid," Sam replied. "He knocked you out of the way."

"Of the  _bullet?"_

"Yeah. I don't know how he knew it was coming." He glanced across the room. "He fell over there. I think he's..." His eyes went wide. "Oh...oh no."

"We've got to get going. There could be snipers all around us." Clint loaded his stun gun with another round, stealing anxious glances out the window. "C'mon, guys, help me think! Why are you all just standing around?"

Everyone's eyes shone with disbelief and were locked in one specific direction. Barton followed their gazes to the other side of the warehouse where the obnoxious kid had fallen, then sucked in his breath. Now he understood.

Peter was sitting on the floor, teeth gritted behind his lips. The majority of his weight rested on his knees and the hand holding him upright against the ground. He was trying to focus on his breathing, as it suddenly seemed very difficult to do. Not wanting to look pathetic, Peter balled his fingers into a fist and shoved his body upwards. With a staggering amount of effort, the teenager dragged himself to his feet and straightened his spine, his palm still curled around his side. He huffed relievedly, then lifted his head to check on the others, only to discover that they were all staring back at him, wide-eyed. He blinked, wondering what the hell they were looking at, then caught Steve's gaze.

"Are—are you okay, Cap? Did I h-hit you in time?"

Steve's pale face didn't look promising, but he didn't appear to be injured. Peter didn't understand.  _What are they staring at? Do I have something in my teeth?_  He realized that his skin had broken into a cold, feverish sweat. Something was wrong. He felt a little nauseous.

"Kid," Sam finally breathed, his eyes fearful. "You're hit."

Peter wrinkled his brow.  _I'm hit? What does that—?_ Then, as if on cue, the pain in his side suddenly overtook him, making him nearly cry out in agony. It was like a knife had been driven straight through his body, or...

Slowly, his eyes fell to his torso. He was surprised to discover the large, red stain that was soaking through his costume, seeping from his flesh, and forming a small puddle underneath his feet. He lifted his hand off his side, which had begun to shiver violently, and realized that his glove was saturated with dark, warm liquid. He was bleeding. He was bleeding very,  _very_ badly.

"I'm..." he stammered, struggling to process what he was seeing, "...oh. Oh  _shit._  That's, uh—that's not good."

It was like a knife had been driven straight through his body. Or a bullet, from a far-off marksman.

He had gone and gotten himself  _shot_  like a freaking moron.

"Oh god," Scott said. "He's really hurt."

Sam and Steve shared a startled look, then hurried towards the young hero. Peter felt a hand fall against his chest and gently push him backwards.

"Lie back down, Spider-Man. Go slowly." When he didn't respond, Cap cupped his palm under the kid's head and braced an arm against his back. "Sam, pull his legs out from underneath him. Lay them straight." Peter felt Falcon grab his feet and lift him off the ground, but only barely. Everything was happening so fast and seemed so hazy. The two of them carefully laid him on the floor; he didn't have to do anything. Before he realized it, he was staring up at the ceiling. Steve whirled around. "Someone get me something to put under his head! And cloth to hold against the wound!"

Immediately, Clint tore the sleeves off his shirt and rushed to his aid. Ant-Man stripped free of his jacket and carefully tucked it under his neck. It wasn't until he felt the heels of someone's hands press against his side that he finally snapped out of his daze and released a yelp, recoiling inwards with jerky movements. His eyes squeezed shut behind his mask.

"Ow! Ugh! W-wha—what are you doing?"

"Stay calm," Cap said, balling up the fabric and shoving it under his back, making him cringe in pain. "You've been shot. It was a clean hit—the bullet went straight through. But you're bleeding too much. We've got to act fast."

He blinked. "Oh. R-right. Okay." He had been shot. This was what being shot felt like? Wow. No wonder Sam had been so pissy when he'd tried to help him after he was shot. Being shot  _sucked._  It was a lot different than what he'd imagined: it  _really_ hurt, but it was a weird and unique kind of hurt. Every tiny shift or minuscule movement sent pain radiating away from the wound into all other areas of his body. It was deep and sickening and made it difficult to think about anything else. The hands digging into his injury certainly weren't helping either. But now that the initial shock had passed, he felt strangely calm. And despite the severity of the situation, Peter suddenly felt nervous laughter begin to bubble up inside him.

"Oh my gosh," he giggled weakly. "My aunt is s-seriously going to kill me."

"We can't stay here," Clint hissed. "It's too dangerous."

"We can't move him," Sam said.

Cap lifted his gaze to the rest of his crew. "You guys need to get out of here. I'll stay with him and find a way to get him some help." He shook his head before anyone could protest. "No discussions. That's an order. I'll meet back up with you as soon as I can."

"I'm staying too," Sam insisted. "Now get your asses outta here before another one of ya'll gets shot."

Moving hastily, Clint rounded Wanda and Scott together and herded them towards the hole in the wall. Before they exited, he shot a hesitant glance over his shoulder. "Is he—will you guys be alright?"

 _"Go,"_ Cap barked. "Let us know when you're safe."

With worried and fearful expressions, the three vigilantes ran out of the dilapidated warehouse, leaving the two soldiers and the injured hero behind. Their heavy footsteps soon disappeared out of earshot.

"I th-think I'm okay, guys," Peter tried to assure them, but his voice came out hoarse and raspy. "'Tis...but a scratch, heh. Sam got shot before, and now he's fine. Plus, I'm tough. And a quick healer. I'm—I'm really okay, honest." He had no idea who he was trying to fool. He certainly wasn't fooling himself. This was really bad. Unfortunately, his way of dealing with pain and fear usually involved denial and inappropriate humor.

"Even if they draw the shooters away, we can't stay out in the open like this," Sam warned Steve. "Cops could be on their way here, or some other assholes we're in no position to deal with."

"You're right," Cap agreed. He stared around the room then motioned over Sam's shoulder. "Go open that hatch in the floor. We'll take him down and see what we can do from there."

Sam hurried to the door and took hold of the handle. While he struggled to lift the hatch, Peter felt a hand grab on to his own and push something between his fingers. He raised his head slightly to see what it was.

"I need you to hold this cloth against your side while we move you someplace safe. Press it into the wound as hard as you can, even if it hurts." He moved the kid's limp hand just to the left of his bellybutton and held it down to the punctured flesh, showing him what to do while also making him wince in pain. "Can you do that for me?"

Exhaling shakily, Spider-Man managed a nod, gritting his teeth behind his mask. "O-okay." Cap took his hand away and he did as he was told, shoving the rag against his injury, even though it kinda made him want to die.

"Good. Keep that up, and try to stay still." At that moment, Peter felt a pair of hands carefully slide under his body: one beneath his knees and the other under his armpits. With very slow movements, Steve hoisted the kid into his arms and held him close to his chest, a bit shocked by what little effort it took. The young hero felt so light and fragile, like nothing more than a delicate feather resting in his powerful arms. Was this really the same kid that he'd rammed in the face with his shield and dropped a jet bridge on back in Germany? He had put up an impressive fight, and clearly had some powerful abilities. And yet, he was just—just a  _child._ It made Steve feel ill with guilt. The bullet wound took up the majority of his thin frame, marring the bright red and blue material of his costume with dark stains. The blood was already dripping off the white cloth and on to Steve's arms.

"W-where are we going?" Spider-Man asked with a quiet whimper, tilting his head back to stare up at him. "Brooklyn?"

The hatch finally gave way with a noisy creak, revealing a short staircase that led down to the basement. Sam headed inside quickly, and Steve followed after him, injured teen in hand.

"Under the warehouse. It's the safest place we have for now."

As the three of them descended into the dark corridor, their feet pinging against the metal steps, Peter slowly began to realize how crazy all of this was. This was definitely  _not_  how he'd planned for this day to go. He had by some crazy coincidence found the other half of the fragmented Avengers inside a random, shabby building. Then they'd been shot at, and now there was a gaping hole in his body. And _now_ he was being carried to safety like a helpless Disney princess by Captain America himself. Everything that was happening kinda reminded him of one of those awful TV soap operas his aunt always watched. If it didn't hurt so much to laugh, he probably would've started cracking up right then and there. Instead, a small smile pulled at the corners of his lips.

"I think I had...a dream like this once," Peter thought out loud. "With you, y'know, whisking me along me in your big, dream-boaty arms. Except...I don't think I had a bullet hole blasted through my s-stomach. And I'm pretty sure...you were shirtless."

As the door clattered shut behind them and Steve reached the bottom of the staircase, he couldn't suppress a chuckle, although it seemed to burn in his throat. "Heh, that's good. Keep talking—it'll help you stay calm and keep your mind alert."

Peter tried to laugh, but it turned into a violent coughing fit that sent pain rippling throughout his whole body. He couldn't believe how much agony one little cylinder of metal could cause. "I— _ow_ —heh, I think that's the first time someone has told me to  _keep_  talking rather than to stop. I've been told...I can be a bit of a chatterbox."

"Well, that's an asset in this scenario. Chat as much as you like, chatterbox."

"Yay," he cheered weakly. As he was toted deeper into the basement, his mind veered back to the moment when he had tackled Captain America to the ground. He must've looked really stupid to everyone else who was watching. He probably looked even more stupid for getting himself shot, seeing that he was now a liability to a group of superheroes already dealing with enough problems. He felt his face begin to burn with humiliation.

"Geez. I really s-screwed up here, didn't I?" A heavy sigh slid from his lips. "I'm sorry. I  _suck._  I didn't mean to put you all in this position." He grimaced as another zing of pain shot through his abdomen, causing his words to catch at the end of his sentence. "Y-you—you must think I'm a complete idiot now, heh."

Steve dropped his gaze back down to the kid in his arms, unable to believe what he was hearing. Was he really that naive, or blind, or humble? Peter was surprised when Captain America scoffed.

"Are you kidding me? That's how you think I see you? How  _everybody_  sees what you did? You saved my life, kid. You took a bullet without even  _hesitating_ to protect someone you barely know. I've never seen so much raw bravery and selflessness in one person, especially from a kid as young as you." He could hear the quiet patter of the teen's blood dripping on to the cement. He was still in shock that this boy had sacrificed himself to save him, despite the fact that the two of them had been fighting against each other less than a month ago. Outside of the basics, they knew little to nothing about one another. And yet, in a way, Spider-Man reminded him a lot of himself. A younger, skinnier, more reckless version of himself who would give anything to stop bad guys and save lives. He realized that Spider-Man could die because of the price he'd paid to protect him. Cap tried to swallow the cold lump in his throat, a feeling of dread building inside his stomach. He wouldn't let that happen. He  _refused_  to. He stopped in the center of the room, looking the kid directly in the eye so that he knew he was speaking authentically.

"You're not an idiot, Spider-Man. You're a hero. And when you grow up, I guarantee you: you're going to be the best of  _all_  of us."

Peter blinked. It took him a second to absorb the Avenger's words. Whoa—did he just say what he  _thought_ he'd said? Captain America really thought he was a hero? Holy crap. Captain America— _the_ Captain America—thought  _he—_ Spider-Man, a dorky loser from Queens—was a  _hero._  The most legendary Avenger in the world had just given him a compliment. And not just  _a_  compliment—the best compliment Peter Parker had ever received in his fifteen years of living. He was so stunned, he didn't speak for almost a minute; he just gazed up at Steve Rogers' face in awe.

"R-really? Uh...wow. Could I get that in writing, please? I should get myself shot m-more often."

Steve chuckled lightly, surprised that the kid was managing to stay so good-humored in the face of the situation, then stared across the room as the sound of squealing metal echoed off the walls. Sam tore a rusted box off the wall and gathered the mound of fabric inside of it into his arms.

"Found a fire blanket. We can lie him down over here." He spread the blanket on the floor next to a row of broken cabinets. Smile fading, Cap carried Peter to the spot and slowly knelt to the ground. He shifted his fragile form down his arms and into his hands then carefully laid him on the sheet. Spider-Man moaned quietly as the movement roused his wound, his muscles coiling beneath his skin. Steve cradled his head in his palm until Sam placed the jacket back under his neck and the bundle of cloth against the exit wound in his back.

"I'll look for anything else we can use," Cap said, pulling a small flashlight from his belt. "Help him keep the pressure on."

Sam nodded and sat at Peter's side as Steve vanished around the corner. He took the cloth from the kid's frail fingers and shoved it against his stomach, making him leap and sputter in pain.

"Agh! Ow! Ah, d-dammit. This isn't...payback for last time, is it?"

"Yes, it is," Sam replied smugly, although there was absolutely no laughter in his eyes. "Oh, how the tables have turned. This really feels like some kind of freaky déjà vu thing, huh?"

"I think I liked being on the other end of this situation better," Spider-Man groaned. He tried to relax his rigid body, but nothing about his current predicament was at all relaxing. His hands were balled into fists against the blanket. "Am I allowed to c-call you an asshole now?"

"Call me whatever you like," Sam replied. His face took on a look of quiet, gnawing fear. "Just...stay strong, okay? Don't go pulling anymore ridiculous stunts on us. We're going to figure this out."

Peter nodded hesitantly in response, although he wasn't quite sure what he meant by that. What other ridiculous stunts could he possibly pull in his position? It wasn't like he was going be jumping in front of more bullets anytime soon, or cartwheeling through an intersection, or falling to his death off a skyscraper, or...

Oh.

Wait, no. That couldn't be what he was referring to. Could it? No, of course not. That was ridiculous.

Wait. Hold on. What was he talking about? It wasn't ridiculous. It was a clear and obvious possibility. That was  _always_  a foreseeable outcome to a scenario like this. After all, when somebody shot someone else, that was exactly what they were intending to cause.

But that wasn't going to happen here. No, certainly not. It  _couldn't_  happen. Right?

In that moment, he unconsciously began to assess himself. The numbing adrenaline flooding through his system was finally fading and giving way to the true substance of his current state. He was cold. At the same time, he felt feverish. His heartbeat was pounding in his ears like a bass drum. It was difficult to move his fingers and toes. Every inhale and exhale of oxygen burned inside his lungs. His skin was clammy. His lips were dry. He kinda wanted to throw up. Sweat was beading off his face and melting into his mask. His back and torso were drenched with blood. And the  _pain._ Damn, did this hurt. Everything hurt. It felt like there was a flaming skewer pierced through his body and cooking everything surrounding it. He wanted it to stop. His vision started to swirl and blur together. He felt very woozy all of a sudden. His eyes slowly slipped shut. His hands went lax at his sides.

Something seized him by the shoulder and shook him violently. Peter jerked awake with a gasp.

"Don't fall asleep," Captain America snapped. He was crouched beside him, looming over his face, frowning intensely. "It's dangerous for you to be unconscious right now. You need to stay awake."

Blinking bewilderedly, Peter laid back against the blanket, thoroughly shaken. "Oh. Okay. S-sorry." The pain and discomfort were quick to reclaim his cadaverous form, and he grimaced feebly. "Oh gosh...ow."

Steve's face switched from steely to grim. "There's not much down here for us to work with, and the men who shot at us have swarmed the area. Sharon just radioed Sam and said the force has orders to kill on sight. We've barricaded the door, but it won't take them long to break through if they find it." He paused for a moment, his voice wavering. "I'm...not sure there's a way we can get you to a doctor right now."

 _I don't really want to be with a doctor anyway, seeing as they'll probably take off my mask and ruin this really sweet "best of both worlds" shtick I've got going,_ he thought, although he was beginning to realize there might be bigger things than privacy at stake here.

"Is there anybody you can call?" Cap asked. "Someone on the outside who might be able to break through the brute squad and get you to the help you need?"

"M-my phone was...in my backpack."

Steve cursed bitterly. "Dammit. And all we've got are comms connected to a private channel." He sat back on his haunches, running his fingers through his hair. "God...what do we do...?"

Watching Captain America grow frantic and desperate in the midst of the situation, Peter's front finally began to crumble away. True terror slowly began to curl around his heart and crawl into his throat. If the most experienced and hardened Avenger didn't know what to do, then...what hope there? What plan could Peter Parker possibly hatch that the legendary Captain America hadn't already thought of and dismissed? To his horror, the image he'd been repressing this whole time—refusing to remember, fighting to keep out of his head ever since the bullet had struck his body; it finally materialized before him. The scene of his uncle, sprawled across the ground, bleeding and dying from a single gunshot wound. He squeezed his eyes shut as they began to burn.

"I'm...I'm really cold," Spider-Man stammered out. Steve turned back to him and realized the kid was shivering.

"Oh. Um, okay." Moving hastily, he pulled the jacket out from under his head and draped it over his torso. Now that he was without his makeshift pillow, Steve sat down behind him and let his head lie in his lap. Despite the added warmth, Spider-Man continued to shake. There was a long, dreadful stretch of sterile silence.

"Cap?" Peter finally said, tears gathering in his eyes and his voice breaking. "Am—am I going to die?"

Steve Rogers was instantly swallowed by agonizing guilt. He stared down at the trembling boy, his heart in two, unable to find words. Then, regathering himself with a sharp breath, Cap shook his head.

"No, you aren't. Do you hear me? You aren't going to die. I won't let you. I promise. You're going to be okay. You're going to get through this. I'll make sure of it. Alright?"

Peter shook his head. "H-how can you be sure?"

"Because I'm Captain America, and I'm ordering you not to die. Not on my watch, soldier."

Peter’s terror faltered slightly, and he couldn't stop himself from giggling through his tears. "What? You can't just—just  _do_  that. That's not how it works."

"You really think I'm going to let you get away with disobeying a direct order from Captain America? No siree, son. You are staying alive whether you like it or not."

Spider-Man laughed weakly. "That's not cool, man. I'm n-not even in the army."

"Well, you are now. Deal with it." His voice softened. "Sam is going to find us another way out of here. We'll—we'll find someone to help you. We just have to be patient. Okay?"

Peter swallowed carefully and released a slow breath. "Okay. Okay. Patience. I've always sucked at that." He needed to stay calm and positive. His own mind was his worst enemy here. Yes, people had died from being shot. His uncle had lost his life to a gunshot wound, and so had many others across the world on countless other occasions. But sometimes people didn't die. People could survive being shot, too. And that's what was going to happen here. He was going to be okay. Gritting his teeth, he shifted his weight on to his uninjured side, peeling the blood-soaked cloth off his wound. "I need to— _ugh_ —s-stop the bleeding. I've got to cover both sides with webbing."

Cap frowned. "What? Webbing?"

"Yeah."

"What does that even—?" Then he shook his head. "You know what, never mind. Just—are you sure it will work?"

"It worked with Sam," he replied. "I've just gotta...tilt my wrist right."

Peter twisted his arm and curled his hand so it was aimed towards the hole in his back. Realizing what he was trying to do, Cap lifted the jacket off him and took hold of the kid's wrist, helping him position it directly above the wound. Bracing himself, Spider-Man slowly folded his fingers to his palm. In an instant, a glob of webbing fired from the web-shooter and splattered over the injury, making him cringe and whimper in pain.

"Ow- _wah,"_  he moaned.  _Geez, couldn't have Mr. Stark designed these to shoot a little more gently?_

"This seems kinda unsanitary," Cap murmured dubiously. "And...weird."

"It's at least one of those things," Peter chuckled weakly. He took a second to catch his breath, then raised his arm up to his torso. "Alrighty, now the other side. I'm not dreading it. N-not at all. I'm pumped. Hooray for spider-themed patch jobs!" He shut his eyes and pressed down on the palm trigger. A second coat of webbing zipped from his wrist and slapped across his stomach, closing off the opposite side of his punctured body. He doubled over slightly, biting back a long list of venomous curses, and Steve carefully grabbed his shoulders and pulled him back down against the blanket, resting his head in his lap.

"Th-that outta...do it," he stuttered breathlessly, pressing his hand to his injury again. As the sharp stinging gradually subsided, his overall pain index retreated into a fiery yet tolerable ache. As long as he didn't think about it too much, as long as he was distracted, he could handle it. He grinned feebly. "N-now what should we do? Rap the entire Hamilton soundtrack? Parcheesi?"

Before Steve could reply, Sam came flying around the corner, panting heavily. "Cap, we gotta go," he yelled, wiping his forehead with the back of his hand. "Clint just radioed in; they found the hatch. And they've got a battering ram."

 _WHAM!_ Not a second later, the sound of something slamming into the door overhead reverberated throughout the room, making everyone jump. It continued, repetitive, ominous, making the railings rattle. Cap leapt to his feet.

"Dammit. We're out of time." Glancing back down, he regarded Peter with an anxious huff. "Sorry about this, kid," he said, then picked Spider-Man up again: this time, however, with only his left arm supporting the young hero's weight so that half of his body was slung over his shoulder. The new and rapid movement was alarming, not to mention painful as all hell. While holding the kid and running after Sam, Steve curled his left hand around Spider-Man's web-wrapped injury to continue trying to stem the bleeding, but all it really seemed to do was make Peter want to scream.

"I need at least one hand free in case we run into trouble," Cap told the kid, who was grimacing harshly. He could tell he was in a lot of pain but doing his best to keep it on the down-low.

"N-no, no, it's fine," he insisted unconvincingly through his teeth.  _It's not like I'm trying to keep my organs from spilling out of my_  stomach _or anything._  Things had gone from awesome to awful to  _terrible_ and now to very, very awkward. Because, as he quickly discovered, the way in which Captain America was carrying him required that Peter either hang off Cap's shoulder like a dead body, not hold on to him at all and flail around like a dead body, or wrap his arms around his neck and clutch on to him like a baby koala. The latter was by far the most embarrassing, but did not involve mimicking a dead body, which was his kind of his overall goal at this particular moment. As an added bonus, it basically involved Peter  _hugging_ Captain America, which was probably number four or five on his bucket list. So, despite the bashful redness it brought to his face, Spider-Man went ahead and held on to Cap as he carried him, hoping it wouldn't bother the legendary super-soldier. He seemed too occupied with other affairs to notice.

Suddenly, another _bang_ sounded from the hatch, sending a few pieces of dusty furniture that made up their barricade tumbling down the staircase. Peter stared over Cap's shoulder as Steve ran away from the entrance, realizing the kill squad would break through the door any minute. Raising his arm off Steve's back, Spider-Man pressed his fingers into his blood-soaked palm and lathered the barricade with a layer of webbing, just before Captain America whisked him out of the room.

"Please tell me you found an exit," Steve said to Sam as he jogged beside him. The violent bouncing of Cap's every stride was not doing Peter's nausea any favors.

"Not yet. This place is like a labyrinth, connecting to a bunch of other buildings in this area. But according to Barton, the whole block is crawling with those assholes. We need to find an exit that takes us somewhere outside of their perimeter."

"Or make one," he concluded despondently. As they continued through the dark hallways, tracing the thin beam of their flashlight over the walls and floor, Steve could hear Spider-Man begin to moan weakly against his shoulder. He knew this was a lot of strain to put on his injured body, but they couldn't slow down. The best thing they could do for him was find a way to get him out of here as fast as possible.

"Okay...it's r-really hurting now..." the kid whimpered piteously.

"Hang on, alright?" Cap said. He didn't know what else he could offer. "Why don't you just—tell me a little about yourself? It'll help keep your mind off things." They took a sharp turn. "Family, home life, anything like that. Depressing backstory?"

Fighting back tears, Peter tried to focus on thinking of a good response. "Um...w-well, it's not really...I'd rather not talk about that stuff. I don't wear a mask just because it makes me look like a badass all the time. I keep my identity a s-secret to protect my friends and family." He faltered. "I mean—it's not like I think you'll come after my family or anything. I'm just...overly cautious. Ugh."

They skidded to a stop in front of another desolate space. "That's fine. I get it. And I respect your decision. That's very responsible of you. Does that mean no one knows that you—whoever you are outside of all this—is Spider-Man?"

He frowned. "Well...one person figured it out. I'm still not entirely sure how, though. But I— _ouch—_ I don't think he's told anybody else. Hopefully."

Sam murmured something into the radio as he explored the small room. Old, moldy boxes were stacked up to the ceiling in the back corner.

"Does this individual happen to own two mansions and a bunch of metal suits?"

Peter blinked in surprise, a tinge of alarm flickering in his chest. Then he bit the inside of his cheek. "Uh...maybe. How'd you know?"

"He brought you to Germany with him and you were talking about him the whole time we were fighting." He pulled at the spandex stretched over Peter's back. "And I recognized this as Stark's loud and flashy handiwork from a mile away."

Spider-Man chuckled. "I guess you've g-got me there," he replied, wincing a little as another jolt of pain shot through his side.

"How did you get yourself tangled up in all this? I'd never even heard about you until you showed up at that airport out of blue, swinging in like a crazy colorful spider-monkey and ripping my shield right out of my hands." He could tell Cap was grinning as he said that last part.

Peter shrugged. "I don’t know. It all happened so fast. Mr. Stark came to me and asked me to help him in Germany, so I went. I didn't really figure out what exactly was going on until afterwards. I didn't mean to get involved." He smirked. "I would've come just to steal your shield, though. That was r-really fun."

"I wish you hadn't been there," Steve admitted. He passed the flashlight to Sam. "It was dangerous, and now everyone knows about you. Who knows what kind of people might've taken an interest in you now that they've seen what you can do? Stark should've known that. He disregarded your safety in order to accomplish his own agenda."

Spider-Man shook his head. "I don't blame him for what he did. He just wanted to protect you guys by bringing you in himself, and he needed all the help he could get." Peter snorted. "But I don't blame you for f-fighting back and running. To be honest, I agree with what your side supports a bit more now that I understand both viewpoints...me being a onesie-wearing vigilante who appreciates his independence and privacy and all."

Cap smiled, giving Peter's back a small pat. "Well, that's mature of you to be willing to weigh both sides of things. There's no right answer to the situation we're in, nor is there one single way for people like us to help the world. But however you believe you're being called to serve humanity, that's the route you should follow, even if nobody else supports you."

Spider-Man whistled. "W-wow. That's deep. You should seriously get paid for this stuff. 'Cap's Quintessential Quotes' or Hallmark cards or something."

He scoffed, shaking his head. "Now I think I understand how you got your rep as a chatterbox."

Peter giggled. "I tried to warn you. Sorry." He paused for a moment, remembering what Mr. Stark had told him the battle in Leipzig was really about. "Where's your other friend right now? The one with the...metal arm?"

The change in Cap's disposition was sharp and immediate. The subject was clearly very touchy for him. Peter felt him go tense, and his voice became brittle.

"He's...well, he's where he needs to be."

Peter's eyes widened. "Oh my gosh. H-he isn't... _dead,_  is he?"

Steve bit back a chuckle. "No, he's not. He just needed help after everything he's been through. So he's somewhere he can get help."

Spider-Man thought carefully, swallowing. "He's your friend from World War II, right? The Howling Commandos?"

Cap nodded. "Yeah, but more than that. He was my friend even before I received the super-soldier serum back when I was just a kid in Brooklyn. He stuck with me when I was a reckless idiot and helped me through some of the hardest times of my life. In a way, he's like the only family I have left."

Peter blinked inquisitively.  _Kinda like my Aunt May,_  he thought.  _Except with five o'clock shadow and a metal prosthetic._ "What happened to him that made him all scary and whatnot? Was it Hydra?"

"Yeah. Hydra and...a lot of other things." He exhaled quietly. "I know it's hard to understand, but there really is a good man underneath everything Bucky's been turned into. He just needs some time to figure himself out again."

"'Bucky'?" Peter repeated, stifling a laugh. "W-wait—the Winter Soldier's name is  _Bucky?_  Ha! That's probably the best thing I've heard all day." Then he hunched his shoulders. "Um, you know, in a good way. And, uh, I hope he gets better soon so you guys can hang like old times again. He sounds like a good friend."

Cap smiled. "Thanks, kid. I hope so too."

"And I hope you and Mr. Stark figure everything out and get the Avengers back together soon, 'cause I hate having to be this awkward mediator stuck between both sides."

Steve frowned, not expecting the kid to bring it up so bluntly, a melancholy sort of amusement pricking at his heart. "Well, I'm sorry you have to deal with us and our problems. But I'm not sure that's going to happen in the near future if things keep up as they are. This kind of issue—it's hard to bounce back from. I doubt things could ever go back to the way they were before."

"But you and Mr. Stark are still friends, right?" Peter ventured hesitantly. "You and Mr. Stark and Rhodey and everybody on both sides. Once you get past all this political stuff, you can...be a team again." He spoke almost as if he was trying to convince himself. When Steve didn't reply, Peter shook his head. "You guys don't actually hate each other after everything that's h-happened, do you?"

Knowing how difficult this situation must be for a kid who clearly idolized the Avengers to understand, Cap sighed. "I'd like to think that we all still share some form of camaraderie in spite of recent history. The only thing I can say for sure is that if Tony really needs us, he knows how to contact us, and we'll have his back."

Steve's answer wasn't exactly reassuring. He supposed this was something only time could heal. It was like a really bad breakup—except it was between a group of flashy, salty superheroes who all had their own opinions and problems mixed into the situation. He wished he could do something to help, or find a way to make everything right again. But Peter was no couple's therapist.

Giving up, Spider-Man sighed. "Could you at least, just, not  _completely_ dismiss the idea? I want to see you all fighting for the world as a team again. All this distrust and anger and stupid stuff keeping the Avengers apart—I feel like it's blinding everyone from remembering what really matters."

Steve Rogers couldn't deny how impressed he was by the kid's optimism. Spider-Man was naive, excitable, and a bit idealistic—nonetheless, his optimism was grounded, not to mention heartwarmingly pure. He understood how dismembered the Avengers were. He knew that there was little he could offer to mend their broken bond. And yet, he believed that they could heal on their own, if they could only get over all the trivial things preventing them from continuing to do what all of them in the end wanted to do: protect the world from danger, together.

Steve wanted the team restored more than anyone. But he didn't have the luxury to think about that right now. Right now, surviving was the biggest obstacle they needed to overcome. Especially for the injured kid he held in his arms.

Before he could summon an appropriate response, a dull, rhythmic thumping sound startled him from his thoughts. He turned to see Sam standing at the top of a ladder that led to a narrow panel in the ceiling. Sam grinned upon hearing the knock and repeated it back, quiet hums whispering off the metal long after he'd finished.

"Tic-Tac found us a clear exit, but it's completely sealed up. You think you can punch us outta here?"

Steve stared up at the rusty hatch and shrugged. "I'll give it a whirl," he said. He carefully lifted Spider-Man off his shoulder, unsure where to put him, and narrowed his eyes. "Do you want me to, uh, hand you to Sam, or—?"

"You can just prop me up by the wall or s-something," Peter chuckled. "I'll pretend to keep watch so I don't feel like total deadweight."

"You really feel good enough to stand?" Cap exclaimed, eyeing the dark stain splashed across half his torso. Surprisingly, the wound didn't appear to be bleeding as much if at all anymore, although he'd definitely lost a lot of blood, and was still at risk of passing out, or worse.

But Spider-Man nodded. "Y-yeah, why not? I'm not super dizzy, and the pain's not too terrible anymore. And I think my mega-masculine ego needs some time to recharge after so much piggyback riding." For once, he was actually telling the truth, minus the macho part. He really was starting to feel better—much better than he expected he should feel after taking a bullet through the torso.

Though he was still uncertain he was up for it, Steve complied. "Alright. Just don't push yourself." He carried him to the doorway that fed into the hall and carefully placed him on his feet. Finding his balance, Peter leaned against the wall with a slow exhale and grasped his side, a sharp ache shooting through his abdomen. It passed quickly.

"You good?" Steve asked, gripping his arm.

"Mm-hmm," he replied, his voice a little strained. "But I think w-watching you punch stuff might lift my morale a bit more."

Cap chuckled. "I'll get to it, then. Holler if you need anything." He patted his shoulder then ran back to Sam, climbing up the short ladder. Winding his arm behind his head, Steve rammed his super-powered fist into the hatch, making a deep dent in the metal and sending dust swirling to the floor. The shrill  _clang_ echoed through the corridor, and he pulled his hand back, shaking it around distastefully.

"Ow. I miss my gloves."

"Yeah? I miss my freaking bird costume. Cry me a river."

He swung another punch against the panel. "What's the plan once we get out of here?"

"Haul our asses to the bay. Natasha's got the boat ready not a mile from here. If we can get to it undetected, we'll be in the clear."

Cap flexed his fingers. "What about the kid?"

Sam winced. "I dunno. Our breaker with Stark only works one way. Maybe Natasha can figure something out."

Peter watched as Cap continued to wail on the door, his knuckles growing raw and red. He wished he had his phone so he could record this moment and watch it over and over a million times. He realized he could probably help him punch through the ceiling faster, what with Spider-Man boasting an impressive degree of spider-strength, but that probably wasn't the best idea in his current state. Still, he was feeling relatively good, all things considered. He had noticed early on that with his spidery powers also came the ability to heal faster than normal from his injuries. Perhaps that had something to do with it...?

Then, in a jarring rush,  _spidey sense._ At the same moment, a far-off crash followed by stomping feet and gruff voices reached his sensitive ears. He gasped.

_Oh no. Please don't tell me—_

He managed to turn himself around. "G-guys?" he called. The noise was getting clearer. Boots against concrete, radios crackling, weapons rattling. It was unmistakable. They had broken through.

Cap hit the door again, sweat beading off his face. "What is it, kid?

"Sit down if you need to," Sam told him. "We've almost got it."

Straining, Peter lifted off the wall and maneuvered around the doorframe, his hand still clutching his side. He poked his head into the hallway, eyes struggling to see through the darkness. It wasn't long until striking beams of light began to slice and criss-cross through the black abyss at the far end of the hall. The voices grew louder.

"Guys!" he hissed frantically, retreating back into the room with a grunt. "Th-they're in the basement!"

 _"What?"_ Falcon exclaimed. "What do you mean they're—?"

"This way!" someone shouted, followed by a thunder of footsteps. They would be on them in seconds.

The idea came to him in a dumb, chaotic rush. "I'll—I'll stall them!" Spider-Man yelled. "Just keep punching!"

"What?  _No!_  You're hurt! Get behind us before—!"

Without thinking, Peter bolted out of the room and into the hallway, limping more than running. Sam and Steve were left gawking in shock.

He had no idea what he was doing, but he had to do  _something._ Anything to buy Cap enough time to break through the hatch. The pain went from manageable to staggering, making his vision swirl and his nausea resurface with a vengeance, but he blocked it out. He stumbled drunkenly towards the group of armored soldiers as they marched towards him. He heard a man gasp.

"Hey, what's that? Halt!"

Tapping on his palms, Peter plastered their faces with thick globs of webbing, leaving many blind and yelping in surprise. Then he hooked a web-line to the ceiling and flipped on to the upside-down surface, grabbing his wound with a shivery groan.

"Hey e-everyone," he called breathlessly. "What do you call a nerd with...a  _really_ bad sense of judgement?"

"Fire!" one of them cried. Peter's spidey sense went wild. He sprung to the wall, then to the ground, then flung himself over the army as gunshots popped from every direction.

_"Leeroy Jenkiiiins!"_

They didn't seem to get the joke. Maybe it was a generational thing. More men poured in from around the corner, and Spider-Man ducked as a bullet zipped through the tile above his head then rammed his foot into a dude's face. He somersaulted through the air and stuck to the wall, dodging and twisting in a hysterical frenzy. He could feel hundreds of tiny bursts of wind hissing past his skin as the terrifying seconds ticked by and as the gunfire continued in an endless wave. He was aching and exhausted. His instincts were the only thing keeping him from getting shot. Again.

"Yikes, t-tough crowd. How 'bout...a knock-knock joke? Huh? Any takers?" Burying himself into the corner, he dug his fingers into his palms and let loose a massive rain of webbing, blanketing the entire mob in a sticky net. Curses and roars spilled from the men's lips as they squirmed beneath the thick trap. It was like a sea of angry, wriggling worms. He giggled. "Alright, h-here it goes. Knock-knock?"

A stray bullet suddenly struck the dusty plaster just to his left, causing him to jump in surprise. The sharp movement made his stomach bloom with pain, and he lost his grip and fell to the floor, gasping. He tried to scramble to his feet, but he suddenly didn't feel so hot anymore. The agony was daunting, and he was shivery and faint. He couldn't seem to catch his breath. As he fought to stand, a man tore himself free of the webbing and charged towards him, pulling a handgun from his waist. Summoning what little strength he had left, Peter threw up his arm just as he reached him and shot a thread from his wrist. The web-line snagged on to his weapon, and he ripped it from the soldier's fingers and flung it against the wall, shattering it into bits. This certainly stunned his attacker, but didn't slow his approach. He ran at the fallen teenager at full speed, and Peter gritted his teeth. He jammed his fingers against his palm, aiming for the man's eyes.

But to his horror, he was rewarded with nothing but a small puff of smoke. His web-shooters were empty.

Terror seized him by the throat, and he tried to crawl away. But the man was already upon him. With all of his power and momentum behind it, the aggressor grabbed him by the arm, reared back his leg, and kicked him as hard as he could. His foot struck Peter directly in his stomach wound. Spider-Man went rolling across the floor, sputtering in pain. He couldn't even call for help, it hurt so badly. He could only grip his throbbing belly and moan.

The bulky, blurry figure stalked towards him, slipping a pair of handcuffs from his belt. He could hear his haughty breathing and felt him seize him by the wrist. Peter was helpless to stop him.

 _Bam!_ In an instant, the man toppled to the ground beside him, out cold with a fist-sized divot in his face. Peter stared at the motionless form through squinted eyes, blinded by agony, wondering what the hell had just happened, when a pair of hands curled around him and scooped him off the floor. He couldn't stop himself from whimpering.

"Kid! Are you alright?" Sam asked as he hoisted the young hero into his arms. He glanced across the massive pile of webbed-up enemies and blinked bewilderedly. "Yo. What the  _hell?_  How did you...?" Then a few more gunshots rang out, startling him back into action, and he rushed the moaning boy out of the hallway.

"J-jerks didn't even lemme...f-finish the—the joke," he murmured dazedly. Peter tried to stare up at Falcon, but his vision refused to focus. "Y-you wanna...hear it...?"

"I got him," Sam yelled, ignoring the kid's incoherent murmuring. A bright light suddenly washed over Spider-Man, making his eyes hurt. He heard feet pinging against metal steps. "Here—take him. I'm right behind you."

He felt himself be passed from one set of hands to another. A loud, metallic  _clang_ sounded. Then they were running—running and running for what felt like miles. Had they escaped? He was in a lot of pain now, but at the same time felt strangely numb. The world seemed slow and sluggish around him. Although he couldn't tell for sure, Peter was pretty certain his side was bleeding again.

After a few more minutes, murky voices began to pour in from every direction. He recognized a couple of them.

"Oh gosh. Is he alright?"

"Wait—what the hell? You didn't tell me—when did  _Spider-Man_  get involved in this? What happened to him?"

"He was shot. No time to explain. Get us someplace safe."

"Everybody below deck. Keep the speed low so we don't look suspicious."

"We have a first aid kit. Bring him down."

He tried to make sense of it all, but he simply couldn't. The sky began tunneling into darkness. The voices merged and swirled together. Before he could stop himself, Peter felt his eyelids fall, and everything went black.

* * *

There was a cool breeze blowing. He was lying on something plush and cold and the ground was rocking beneath his body. Slowly, Spider-Man came to.

"W-wha...?" he stammered, struggling to take in his surroundings. "What's going—?" He tried to sit up, but a hand on his chest held him down.

"It's alright, son. Take it easy." It was Steve. He was drenched in sweat and looked a little rattled, but his voice was collected and calm. "We got you to the boat. No one suspects a thing. You're gonna be okay." He knelt beside him, still panting slightly. "Well, maybe not as okay as you  _could've_  been if you hadn't gone galavanting off to fight the entire special ops force by yourself with a bullet wound through your side. Even you have got to admit it— _that_  was more idiotic than heroic." He scoffed. "Really, kid. How can you expect me to keep you stable when you go and pull that crap? What the hell were you thinking?"

Regaining his bearings and cooling down a bit, Peter grinned skittishly. "Wasn't really...thinking," he admitted, his chest rising and falling unevenly. "But, hey...I h-helped get us out, right?"

Steve sighed helplessly. "I guess I'll give you that. But I think you've helped us enough for one day, alright? Now just—let us help  _you."_

Steve glanced over his shoulder as another figure walked up to the seat to stand beside him. Someone's hand fell over Peter's masked face and gave it a light shove. He was a bit puzzled by the bizarre embrace until he saw the perpetrator, and his eyes widened.

"I thought we trained together so you would  _avoid_  being a reckless idiot," the woman sighed, rolling her eyes. "But instead you go hang with these dumbasses and wind up with a bullet wound in you side."

It took him a second to realize who it was. "M-Ms. Romanoff?" Peter said, surprised. It was strange to see her on this side of things. She was a wearing a brown wig along with a pencil skirt and a pair heels, which didn't seem to suit her personality at all. He wondered if Mr. Stark knew she was here. Then he giggled. "Well, r-reckless idiocy is a well-established trait o' mine. It'll take more than one little spar to work that out of my—my— _agh!"_

They hit a wave, and the boat lurched. Stabbing pain tore through his abdomen like a bolt of lightning, and he recoiled violently with a weak yelp. It wasn't getting better anymore. It was getting _worse_. He supposed that's what he deserved for flipping around and taking on an army with a fresh hole drilled through his body. He noticed the webbing he'd used to cover his injury was gathered into a bloody pile on the floor. His wound was exposed and raw. He could feel the seat growing wet underneath him.

"Dammit. I'll get the gauze." Natasha whirled around and ripped open the first-aid box, sifting through the contents. Steve laid his hand on the kid's heaving chest, trying to keep him calm. The rest of the team stood around the scene, unsure what to do.

"We need a real doctor," Cap said. "Do you have anyone we can call that can get him to one?"

Natasha tore a long strand of bandaging free with her teeth. "Well, I've got one idea in mind. But I doubt you'll like it." With her other hand, she snatched a bottle of alcohol from the kit. "Hold him down for me."

"Who, Nat?" He followed her directions, making Spider-Man grimace sharply. She wet a rag with the antiseptic, then dabbed it against his open wound. Spider-Man gasped, then nearly screamed.  _Oh God, oh God._ The pain was excruciating. His stomach was on fire. He couldn't take it.

"Agh!  _S-stop!_  It hurts! Please!"

She ignored him, motioning for Cap to raise his spine up, and did the same thing to the punctured flesh on his back. He cried out as the medicine burned like a branding iron, making Sam wince and shut his eyes. The pain was unbearable. He was certain he was dying. Then Cap lifted him all the way off the seat, and Natasha wound the gauze around his torso until Peter felt like he was going to break in half. Somehow, that was worse. It took all of his willpower not to throw them off or punch them in the face.

"Please!" he pleaded through his teeth. "P-please stop..."

They didn't stop. When she was finished wrapping him up, Natasha sealed off the end with a strip of medical tape, then sighed. "Stark knows the kid. I don't know how well, but enough. He could help. I have a line to his place. I can let him know what happened, and maybe he can bring someone here to look at him or figure out a way to get him to a hospital."

Panting weakly, feeling tears stream down his face and his body continue to tremble from the shock and the pain, Peter moaned.  _Oh no, please don't do that! Mr. Stark will kill me! He told me talking to you guys was dangerous, and then five minutes later I went and talked to you guys, and now I've been shot. If he finds out what happened, I am so screwed!_ Those were the words he wanted to say. But he was too busy wallowing in agony to voice them. He felt helpless and broken.

Steve stood in silence for a moment, weighing what consequences might follow if they contacted Stark. He wasn't sure what kind of terms he and Tony were on after Siberia, and whether or not he'd try to have them all thrown in prison if he found out where they were. Then his eyes fell to the suffering kid as he dug his fingers into the leather and whimpered weakly, and he thought of what might result if they  _didn't_ contact Stark. Immediately, Cap shook his head.

"Alright. Let me talk to him."

* * *

The sun was setting behind the horizon. Tony Stark was back in his man cave, flexing his fingers inside of his fancy new repulsor gauntlet, trying to take his mind off the unsettling exchange he'd endured with a certain spider-themed hero. He hoped the kid understood that he could trust him, and that he still had his back through all of this. He was smart beyond his years, but he still had a lot to learn about the world. And, although he refused to admit it to himself, Stark really cared about him.

Inhaling slowly, he raised his arm and aimed his hand at a target on the wall. A shrill  _ping_ drummed through the air, and a massive blast exploded from his palm, flinging him backwards as it zipped across the room. He sat up dazedly to discover the jagged hole seared through the entire wall, along with part of the ceiling. Cinders and smoke bubbled up from the opening, and Tony blew a tuft of hair out of his face with a huff.

"Well. Alrighty then. Uh, FRIDAY? Before my next test, remind me to wind the power thrusters down a few...gigawatts." He pulled the glove off and tossed it into a box in the corner, rubbing sorely at the back of his head. He was pretty sure he could feel a bump forming.

 _Incoming call from Romanoff, Natasha, boss,_ FRIDAY said in his earpiece as he stood, flashing a photo of her face in the frame of his high-tech sunglasses. He walked over to one of his work spaces and picked up a screwdriver and a half-finished chest plate, selecting the holographic "answer" button casually.

"What's up, Nat? Where've you been?" There was a strange pause before someone responded from the other end.

_"Tony."_

Stark froze. His hands stopped tinkering. His smile dropped. He recognized the voice, but it was not at all the one he was expecting to hear. He stood up straight and pressed his finger to his ear.

"C-Cap?" he stuttered. "Is that...? What're you—how did you—?"

_"I can't talk long. I don't know who else could be listening."_

Stark's shock quickly switched to confusion and anger. "Cap, what the hell are you doing? You know we can't talk. And whatever this is about, you know I can't get involved. Even if I wanted to, I signed a federal document that restricts me from—"

 _"Tony, listen to me!"_ Steve interrupted him, making Stark flinch. He sounded unusually upset, and his voice was thick with desperation. Tony blinked.

"Geez, Cap, what the hell is—?"

_"I'm in New York on a boat in the bay. My team's plane was shot down, and we had to take shelter in a warehouse in the city. We were being pursued by some special ops kill squad. Then, I don't know, this kid of yours—he somehow just ran into us while we were there."_

"Excuse me?" Tony snorted.  _"My_ kid? You know I don't have a kid, Cap. Well, at least not one I know of..."

_"I mean the kid you brought with you to Germany, Stark! Spider-Man!"_

Tony went rigid. "W-what? Spider-Man was...?" He began to put the pieces together in his head, and he felt his chest grow tight. He ran his hand against his collarbone absentmindedly. "H-how did he...?"

 _"He just stumbled upon us. It was some kind of freaky, unfortunate coincidence. And look, I—I don't know how he did it, or how he even knew it was going to happen, but the kid, he..."_ Steve was silent for a moment. Tony heard him swallow.  _"Somebody shot at us. He pushed me out of the way. He saved my life. But...he was hit."_

The screwdriver dropped from his fingers. His heart plummeted into his stomach. He started moving before he even realized what he was doing.

_"We got him to the boat, but we can't get him to a doctor. The kid's trying to stay strong, but he's in really bad shape. I didn't know who else to call for help."_

He was dressed in his armor in five seconds. He didn't need to say a word to his A.I.

_"Tony, did you hear me? Spider-Man has been shot, and he seriously needs help! Are you coming or not? Hello?"_

Iron Man was rocketing above the city as fast as his repulsors would carry him. The world rushed beneath his feet in a dark, shaky blur. He couldn't seem to speak.

**Notes for the Chapter:**

> Just wanted to say thank you all so so so much for your super kind comments and support :) It makes all the effort i put into this story SOOO worthwhile and just means so much. Here's a heart from mine to yours <3
> 
> Also in case it wasn't obvious I'm sorta making the chapters connect from one to the next now. That wasn't really my intention, but oh well. We'll see where that leads...THANKS AGAIN :D


	7. For All Of Us

 Pain is a weird thing. It has a bizarre purpose that seems almost ironic in nature; it affects people in a lot of different ways, but the overall consensus is that it's not a particularly pleasant thing to experience. Sometimes it's nothing more than a minuscule sting: hardly noticeable, easy to ignore. Other times, it's pure hell: constant, relentless, unbearable, and cruel. More often than not, one endures a fair share of both throughout their life.

But on this particular occasion, Peter was going through a very strange and vicious cycle of withstanding both, back and forth, over and over, like a fluctuating see-saw. Just when he thought the pain was finally subsiding to a level he could manage, it overcame him once again like a super-powered punch to the gut, making him recoil into himself and cry out weakly. Then it would hang over him for what felt like hours: skin burning, insides throbbing, heart racing, muscles shaking. It seemed to permeate his blood and claw its way through his veins, wreaking havoc in every organ, vessel, and cell in his body. And then, right as he reached his breaking point, knowing he couldn't bear another second of the torment, that certain death awaited should the agony continue any longer, the pain would suddenly diminish. It would retreat back to a tiny, innocuous prick that seemed so easy to endure. And he would flush with relief and wonder why he had been so dramatic only moments ago. Until the nightmarish pain returned once again, and the cycle continued. By the third or fourth round, he came to realize that the gentle pain was almost worse than the real kind, because it didn't feel like a break. It only strengthened the dread seething in his stomach as he waited, helplessly, for the next bout to seize him. If the actual pain didn't kill him, the anticipation of it certainly would.

And right now, he was in the anticipation stage. He was lying on his back in silence, breaths shivering, skin prickling with chills, face sweating. It was coming. Any second now, it would hit him. What was the point of trying to relax? It would only make the pain more daunting and terrible once it finally struck.  _Stay cool, stay positive,_ he tried to tell himself, but his mind and body wouldn't listen. His muscles seemed perpetually tense. His heart fluttered in his chest. Voices were speaking, but he didn't hear them. He waited. Waited. Any second now.

Someone's hands suddenly laid on his neck and two sets of cold fingertips slipped under his mask. They began to pull the fabric backwards, peeling it off of his face. Startled, Peter immediately grabbed their wrists, making the person yelp in surprise.

"W-what are you doing?" Spider-Man stammered. The mask was lifted past his mouth, but everything from his eyes and up was still covered. He had stopped whoever it was from yanking it any farther.

"Damn, kid, I'm just trying to help," a familiar voice groused. A fuzzy, upside-down face glared back at him from above, scowling crossly. He was surprised to discover that it was Clint Barton, who looked alarmed. "We were yelling at you, but you weren't responding. I needed to make sure you were still breathing."

Peter blinked bewilderedly. "O-oh. You were? Uh, well, I...I am. Sorry." Clint let go of his mask, and Spider-Man released his arms, a little embarrassed. He glanced around and realized the rest of Cap's team was staring at him like he was a ghost. He had almost forgotten where he was and what was going on. A line of blood was seeping through the gauze wrapped around his abdomen and slithering across the floor of the boat like a thin, red serpent.

He had been shot. After just  _happening_  to bump into the entire "Team Cap" crew in some random warehouse in New York, who just  _happened_ to be running from a bunch of psycho government assholes hellbent on killing them all, one of said assholes had just  _happened_ to shoot at Captain America. And Peter, just so  _happening_ to have superpowers that warned him when bad news was flying his way at thirteen-hundred miles per hour, had shoved Cap out of the way, saving his life. Great! Go spidey sense! High fives all around!

Except for the part where he'd been hit instead. And now he was bleeding out on a secret boat surrounded by half of the Avengers, all of whom were looking down at him with very worried expressions.

Not wanting to raise anymore concern, he forced a smile on to his face and tried to inject his voice with enthusiasm. "Were you all r-really worried I wasn't breathing? Aw, that's so...so sweet. After what happened back at the warehouse, I wasn't really sure if you all liked me or hated me or...w-whatever." He swallowed laboriously, pulling his mask back over his face. "Did anyone, heh, try  _kissing_  me back to life? Is that the _real_  reason why you were...l-lifting up my mask? Oh, don't try to deny it. No, it's cool, bro. I get it; I'm irresistible. It happens."

Although he knew the situation was dire, Clint couldn't help but chuckle as he stood at the young hero's side. "That's cute, kid. Real cute. But trust me: you're not fooling any of us. You're hurting, and you're trying to hide it with humor." He shrugged. "Which is fine. We all do it. But don't think we don't know what's really going on. You clearly have a gimmick for hiding behind masks, both literally and metaphorically." He pulled at the fabric on Peter's forehead as he said that last part, his lips curved into a smirk.

Insulted by how spot-on his diagnosis was, Spider-Man scoffed. "Pfft, what? I'm—I'm not  _trying_ to hide anything with humor. I'm just a...naturally funny person. It's kind of like my thing, y'know? Always the comic of the party—r-right here. At the very least, it makes me popular with kids." Even though he was practically half-dead, Peter shot a few glances around the cabin and couldn't stop himself from smiling. Was this real? He was with the Avengers! On a boat! In New York! This was _insane!_ He wished he wasn't so freakin' injured just so he could talk to them without groaning and whimpering every five seconds. A thought suddenly came to his head, and he looked up at Clint with a grin. "Speaking of which, if you ever need a good babysitter to, y'know, h-help tame yours...I can give you my number. I work for cheap. Ten dollars an hour. I'll even bring coloring books."

Hawkeye rolled his eyes. "I think you've got enough on your plate as it is, kiddo. Plus, I don't have any kids."

"Yes you do."

"No, I don't."

"Yep. I'll bet you've got a whole nest-full of little Hawkeye-lings...shrieking and shooting mini bows and arrows, all in s-serious need of proficient baby-sattery."

Clint wrinkled his brow. "Where the hell did you get this idea from?"

Peter shook his head with a smile. "Nowhere in particular. J-just...intuition. Anyone as persistently grumpy as you are either has hemorrhoids…or kids. Or both. Is it both?" He figured he could at least get away with more low-hitting humor since he was hurt. Spider-Man laughed lightly, trying to get the others to join in, seriously wishing they would all quit staring at him like he was about to drop dead at any moment, when the pain returned. His thoughts had drifted so far from thinking about it amidst the conversation that when it finally hit, he nearly gagged. Instantly, his giggling ceased, and his head fell back against the seat as all of his muscles coiled in agony. One of his hands curled around his stomach, which felt like it was on fire, while the other dug into the leather until his knuckles were white. He gritted his teeth to keep from screaming, but he couldn't stifle the ailing moan that rose into his throat as the torture set in. Struck with alarm, Clint held the kid's shoulders down against the seat, trying to keep him still.

"Hey, hey, c'mon, don't be like that. I know it hurts, but you're gonna injure yourself even more if you move around. We're getting you some help, okay? Just hang in there a little longer."

Everyone watched the kid whimper and writhe with a sickening helplessness. It was clear he was in really bad shape, despite the brave facade he was trying to pull off. Even though they had no idea who he really was and their only previous encounter with him had been on opposite sides of a fight, they couldn't help but ache at the sight of someone so young and innocent being in so much pain. Balling his hands into fists, Sam rose off the wall.

"Where the hell is Cap? Did he call Stark? We're running out of time."

At that moment, Steve Rogers stalked back into the room, his finger held to his earpiece, expression stern. Natasha was trailing behind him, looking no less uneasy. He was in the middle of his sentence when he entered.

"—you hear me? Spider-Man has been shot, and he seriously needs help! Are you coming or not? Hello? Stark, come in!"

There came no further reply. Everyone stared at him with wide eyes and potent concern. Exhaling forcefully, Steve let his arm fall to his side, and he dropped his piercing gaze to the floor.

"So? Is he coming or not?"

Cap shook his head. "I—I'm not sure. He sounded worried, but he stopped speaking, like, halfway through the conversation. I don't know what that means."

The group stood in silence, sharing nervous and puzzled glances with one another. Then all eyes wandered back to Spider-Man, whose shivering fingers were punching holes into the leather. His breathing was less like breathing and more like strangled, painful gasping. They couldn't afford to just wait around any longer. Clint looked up at Steve as his attempts to comfort the suffering kid continued to fail.

"What do we do, Cap?"

Just then, a sound similar to a jet passing overhead met everyone's ears. The group was alarmed at first, thinking that the kill squad had found them and come to finish the job. Then there was a loud  _clang,_  like metal striking against the ground, and the whole boat pitched and bobbed violently, making all of them stumble and exclaim. As their vessel steadied, heavy, metallic footsteps approached, accompanied by a symphony of subtle whirs and clicks. Natasha glanced out the small window, eyes wide in disbelief, then turned back to the room, looking over everyone's faces. Though startled and on edge, no one spoke; no one protested. So, inhaling a breath, she took hold of the handle and slowly opened the door.

Rather than shrinking all the way back to hardly a pinch in his side, Peter Parker's pain in that moment reduced to something in between the indexes of slight to staggering: it was still terrible, but not necessarily excruciating. Though he continued to shiver and moan quietly, Peter managed to lie flat against the seat and slow his breathing—right as Iron Man strode into the room.

* * *

The dark water lolled and rippled silently, flickering with the neon lights of the city. The moon was blotted out by congregations of thick, gray clouds, and the ocean stretched outwards into endless blackness. Among the small flocks of evening ships drifting near the docks, a single figure was flying above the water, scanning the occupants of every vessel with a hurried and desperate eye. A line of smoke trailed behind him, and the repulsors on his hands and feet propelled his body to each site like a rocketing torpedo. He could hear a voice yelling at him via his earpiece, but he didn't respond. The entirety of his focus was aimed at achieving one goal:  _find the kid_.

Then, suddenly, a digital ring appeared in the center of his face mask's screen, encircling a small boat off the tip of the cape on the horizon.

 _Tracker located,_ FRIDAY said inside his helmet.  _That's it, boss._

He couldn't think; he could only act. Funneling all of his suit's power into the thrusters, he reached the boat in mere seconds. He dropped on to the deck with his fist against the ground, panting heavily. The whole ship tottered from the impact, and he rose to his feet. Without hesitating, he staggered towards the door, jaw tight, heart pounding. His hand stretched to grab the handle, but someone else beat him to it. The door swung inward, and his eyes met another's. It was Natasha Romanoff. In any other situation, he would've asked why the hell she was there, but at the moment, that was the least of his worries. She held his gaze a second longer, expression cold and anxious, then slowly stepped out of his way. He walked inside, and was immediately greeted with four more pairs of scared, familiar eyes. It was almost shocking. It felt like it had been ages since they'd all seen each other, let alone squeezed into the same room together. An instant tension gripped the air, but Tony Stark couldn't care less. His eyes landed on Steve Rogers, who looked stiff and fraught. It didn't take long for him to notice that his arms and chest were drenched with blood that was not his own. He dropped his gaze to the floor, where a trail of red was snaking between his feet. His eyes followed the ominous path across the boat, until the source was finally discovered: a small, colorful figure, sprawled on top of the seat, breathing and whimpering quietly. Tony's helmet immediately retreated back into his armor.

"Kid?" he said, traipsing across the boat with jagged movements. He slowed to a stop in front of him, taking in the gruesome sight. He could hardly comprehend what he was seeing.  _Oh no. Oh God._ The young hero's midsection was wrapped in bloody bandages. His gloves were splotchy and splattered. His entire costume and the leather cushion underneath him were marred with dark red stains, all fanning out from one particularly saturated spot on his stomach. His chest rose and fell unsteadily, and Tony's insides churned with staggering terror. Cap hadn't been lying. He'd never thought for a second that he was, but...he just didn't want to believe it.

Peter had been shot.

He knelt down beside him, movements rapid and shaky. "K-kid, hey. Can you hear me?"

From where he laid, Peter could, in fact, hear him, but he had no idea how he should respond. Behind his eye-lenses, he blinked up at Mr. Stark bewilderedly, wondering how he had located him so quickly and also feeling extremely embarrassed for being found in such a pitiful and idiotic position. But the longer he sat in silence, the paler Mr. Stark's face grew.  _Say something, moron!_ he thought frantically.  _Anything to make it clear that this isn't as bad as it looks!_

Swallowing painfully, Peter coughed through his mask then pasted a grin across his lips. "Uh, h-hey, Mr. Stark," he finally responded, wiggling his blood-soaked fingers. "Um...this isn't...as bad as it looks?"

Though his answer made Mr. Stark's fearful eyes flash with a tinge of relief, his terrified expression didn't recede. He carefully laid his hand on Peter's ribcage. "FRIDAY."

 _"Single GSW to the abdomen,"_ the Irish woman's voice diagnosed _. "Judging by the wide circumference of the wound, I suspect it was a round between 6.5 to 8 millimeters. The bullet entered the left side of his torso and exited through his back. No shrapnel detected inside his body. His stomach and liver are deeply bruised but not punctured, though there is a small gash on his stomach that could lead to hemorrhaging. He's lost at least 33% of his blood and needs an immediate blood transfusion and surgery."_

Peter shrugged sheepishly, attempting to hide how freaked out he was by the A.I.'s grueling verdict. "S-see? Could be  _much_ worse. I could have...two bullet wounds in me."

Tony rose to his feet. "I'm taking you to the hospital," he said. Spider-Man stiffened.

"W-what? No, you can't—"

"You can't fly with him," Sam interrupted. "He's already been moved around too much as it is."

"Got any better ideas?" Stark shot back. "He needs a doctor now, and I'm not waiting around for one to find us all the way out here."

"Couldn't you bring a doctor here?" Clint suggested. "Flying him above the city—let alone moving him from that spot—it could actually kill him."

"Leaving him in this spot without getting him the medical treatment he needs  _will_  kill him," Tony retorted. He looked over the injured kid with anxious eyes, his gauntlets hovering around his fragile form, clueless as to how he should go about lifting him into his arms.

Furrowing his brow, Steve stepped forward, grabbing Stark by the shoulder. "Tony, just hold on a min—"

He shoved his hand off viciously. "He _needs_  help! He's not staying here with you bastards another minute! It's  _your_  fault he's hurt!" He breathed in heavy, bitter huffs, and everyone stared at him in shock. Steve stumbled back a little, frowning. He was not expecting Tony to be so protective of the kid. He didn't know him to be overly protective of anybody besides Pepper—especially when it came to children, which he generally didn't regard as anything beyond loud and bothersome. Either he had developed an uncharacteristic fondness for the wounded boy, or he was still very pissed at all of them for everything they'd fought over. Steve concluded it was probably a combination of both.

Peter shook his head. "It w-wasn't them, Mr. Stark!  _I_ was the one who— _ow_ —j-jumped in front of the bullet, and—"

"I'm getting him out of here," Tony said coldly, and turned back to Spider-Man. But as he tried to maneuver his hands underneath the lanky hero, Peter pushed Tony's arm back weakly, stopping him from doing so. He wouldn't let him pick him up.

"Kid," he hissed impatiently, "what are you _doing—?"_

"No."

The room went quiet, its occupants a bit stunned. Tony scoffed.

 _"'No'?_  What the hell do mean—?"

"I'm n-not going to the hospital."

Everyone exchanged puzzled looks. Stark stared at him perplexedly. Did he not understand how critical his situation was? His confusion quickly shifted to anger.

"The hell you are," he snapped, and rapidly gathered him into his arms. But Peter pressed his feet down and laid his free hand flat against the leather underneath him, gluing himself to his spot by his sticky soles. When Stark tried to lift him, he wouldn't budge more than a couple inches off the seat. The kid had just enough strength to hold himself in place, and Tony realized he couldn't pry him off without potentially injuring Peter further. He glared down at the stubborn teen furiously.

"Kid,  _let go."_

"No."

"You need a doctor."

"I'm not going."

Tony released him lividly. "So you _want_  to die, then? Is  _that_  it? Because if I don't take you to the doctor right now, you're going to die!"

"Mr. Stark, If I g-go to a hospital, they'll take off my mask!"

"I don't give a shit if they take off your mask! That doesn't matter! All that matters at this point is that you get the medical care you need so you don't die!"

"It matters to me!" Peter countered, then recoiled back with a sharp gasp. His stomach had flared with sudden agony, and he fell back against the seat and gripped his side with a pained whimper. Everyone winced in response, and Tony retreated back, stung with guilt. It took him a long minute to recover, though he continued to pant heavily. His voice came out raggedly and weaker now.

"It...it m-matters...to me. O-okay?"

An uncomfortable quiet veiled the room. Stark watched the kid grimace and moan in a puddle of his own blood, struggling to understand why he was so concerned about his secret identity when it was clearly the last thing any of them should be worried about. Why couldn't he understand that his  _life_  was at stake here, and that  _that_ should take priority over any of his personal grievances? But seeing how genuinely it upset him, Stark realized that Peter wasn't just talking about protecting his identity and how important that was to him. He was talking about everything that he cared about as a person and as a hero—and everything Stark had ignored when he'd brought him to Germany to fight for his cause. He had put Spider-Man's values beneath his own to pursue what  _he_  wanted. He had dismissed the kid's moral agenda as less important than getting what he thought needed to get done  _done_. And now, in this situation, he was about to do it again. He was putting his desires over the kid's, and even if it felt right to do so in their current predicament, he knew that Peter would never forgive him if he saved his life at the expense of his loved ones' safety.

"Here," Scott Lang said out of the blue, breaking the stagnant silence as he pushed past Stark and kneeled at Spider-Man's side. To Peter's surprise, not-so-Giant-Man cupped his hand under his head to help him sit up a little then held a water bottle to his eye-level. "You should probably get some fluids in yah, what with the majority of yours being sprinkled across New York and all."

Now that he mentioned it, Peter's mouth did feel pretty dry. Still racked with pain, he looked up at the man inquisitively, wondering how someone who seemed so bizarrely  _normal_ had gotten pulled into all this, and how said someone was capable of turning into a freakin'  _giant_ on command. But his thirst got the better of his thoughts, and he gingerly curled his fingers around the bottle.

"I g-guess when you…put it like that," he chuckled, craning his neck while also trying to pull his mask away from his mouth. The movement made him grimace and the bottle shook in his hand.

Scott held him up a bit more with a palm on his back. "Here, I got you," he insisted, quickly pulling the fabric past his nose and helping him hold the bottle steady. He lifted it to the kid's lips and carefully tilted it back, distributing the water in tiny sips and giving him time in between to swallow. Though it made him a little queazy by the time it reached his stomach, the water was cool and relieving to his parched throat, and when he was satisfied, Scott helped him lie back against the seat. He placed the bottle at his side in case he needed any more.

"Thanks," Spider-Man said. "N-now I just need a hot towel and a...neck massage, heh."

"Under the circumstances, I'd say you deserve a little pampering," Scott replied, smiling. "Are you hungry? I might have some jelly beans or Goldfish buried somewhere."

"J-jelly beans?" Peter giggled.  _"Really_ _?_  I know I'm a bit on the young side compared to you guys, but c'mon...I'm not a five-year-old."

Across the room, Stark's thoughts were coursing with frustration and worry. Seeing that Peter was talkative and distracted for the time being, he sighed exasperatedly, then turned to face Cap. He spoke in a cold and hushed tone.

"Who did this to him?"

Steve stared at him dubiously for a second, noting the fiery glaze over his eyes before returning a reply. "One of the men who's been pursuing us for the past few weeks—a sniper. I think he's part of a kill-on-sight squad issued by Ross after I broke everyone out of the Raft."

His hands curled into fists at his sides.  _Dammit. What is that asshole thinking? Why didn't he warn me beforehand?_  He swallowed fiercely and set his jaw.

"Why was Spider-Man even  _with_  you? How did he find you guys?"

"Like I said, it was a coincidence. He just stumbled upon us by accident."

Tony scoffed bitterly. "And you let him stay around? Even when you knew how dangerous the situation was?"

"We didn't know they'd followed us into the city. And I told him to leave; the shooting happened just as he was about to go."

"How did you not know there were shooters around you?" Stark growled. "You're telling me that none of you with all of your military experience and training had  _any_  idea what was going on until it was too damn late?"

"We didn't anticipate a direct attack in a civilian-populated area," Steve shot back. "Look, I get that you're pissed and trying to find someone to blame here, but you can't pin this on us. It was a freak accident, Tony."

"So you're saying it's the kid's fault, then?" he retorted rigidly.

"No. It wasn't anybody's fault except the marksman." He glanced over at the teenager lying on the other side of the room, a small smile pulling at his lips when he heard him laugh weakly at whatever Scott was saying. "And as for the kid, he was just doing what he thought was right. He's got the makings of a real hero."

Tony's response was not what he was anticipating. Instead of agreeing with him, Stark cursed and stepped towards him threateningly. "No, see, you do  _not_  get to play that card here. You don't get to write this off as some 'rite of passage' bullshit for him that he was  _destined_  to go through. You could've prevented this, but you didn't." He pointed at Spider-Man. "Just add him to the list: another innocent person suffering because of  _your_ carelessness, Steve."

Though startled by the verbal attack, Cap quickly regathered himself and furrowed his brow. "That's not what I meant. The only carelessness present here is Ross' men opening fire on us in a populated area. If I could've predicted this or stopped it from happening, you know I would have. I’m sorry I didn’t, but for now we need to forget about the why and focus on getting him some help."

As one conversation progressed, another continued simultaneously, though to a much less heated degree.

"Sorry," Scott chuckled. "I have a daughter who inhales jelly beans like a little vacuum cleaner, so I've always got a handful stashed somewhere in case of an unexpected visit."

Pulling his mask back over his chin, Peter brightened immediately. "You have a daughter? That's so cool!"

Scott grinned proudly. "Yep. She turned eight not too long ago."

"Can she grow into a hundred-foot-tall person too? 'Cause th-that'd be even  _cooler."_

He laughed out loud. "Thankfully  _no,_  haha, though it kinda feels like it with all the growth spurts she's had since I've been gone. That batch of craziness is exclusive to me."

"Is it g-genetic? Some kind of insulin h-hormone on-command  _hijacking_  thing? Could you do it right—right  _now_  if you wanted to? If so, what are the odds? Ten out of ten? Oh, I know! H-how 'bout if you do it, I'll owe you one babysitting gig...free of charge!"

Scott scoffed amusedly. "I have a feeling the two of you would get along. She's a big fan of creepy-crawlies." He held his hand out to him. "I'm Ant-Man, by the way. In case you didn't already know that. I doubt you did. And no, I didn't pick the name. My vote was on Shrinky Dink."

Peter blinked in disbelief. " _Ant_ -Man? You mean...there are  _two_ of us with h-hyphenated, bug-themed names in the world? That's—that's  _hilarious,_  haha! I mean...spiders are technically arachnids and have a totally s-separate genome from ants, but  _still—_ how awesome is this?" Grinning, he accepted his hand and gave it a flimsy but friendly shake, even though it was strange to do so while lying down. Then he narrowed his eyes. "Wait. W-why are you  _Ant-Man_  if your power is growing  _big?_ Is it some kind of...misnomer thing to throw off your enemies or something?"

"I shrink too," he explained. "Remember when you stole Captain America's shield then got kicked in the face back in Germany? That was me. Mini me."

"Oh. Heh. Cool. That hurt."

"Yeah. Sorry 'bout that."

Peter shrugged. "Well, I knocked your giant ass to the ground, so...I guess that makes us square." He tilted his head to the side. "So how'd  _you_  get involved with all this, Mr. Ant-Man? Are you a f-friend of Cap's?"

Scott snorted. "I wish. I mean, we're totally bros now, but in the beginning I just kinda got dragged along with no idea what was going on or what the hell everyone was so pissed off about. I thought I was supposed to be helping Captain America stop some psycho assassin people from destroying the world and all that, but it somehow evolved into all the Avengers kicking each others' asses and stuff. Not fun."

Spider-Man gaped. "Are—are you serious? You had n-no idea what was going on  _either?"_  Peter hadn't considered the possibility that Cap might have made the same mistake Tony had in the face of war: brought people to fight for his side without even explaining the full situation to them. And to another innocent, bug-loving superhero no less! "What the hell, dude? How come w-we were the only ones left out of the mix of things? There's— _ow—_ some kind of conspiracy going on here! Do you think they've got s-something against people who...identify with bugs?"

Ant-Man threw his hands up helplessly. "I dunno, kid. That Black Widow lady seems to get away with it."

"You're right! It must just be dudes with s-superhero names specifically like ours: insert-bug-name-here-hyphen-Man."

Scott chuckled, jabbing a thumb over his shoulder. "You know what that means: we've gotta have each other's backs. Can't trust any of these bug-man haters with 'em."

Peter looked up at him surprisedly, noting the man's childish smirk, then grinned. "I guess you're right. Who needs them anyway? We can s-start our own team: Team Bug Bros...or some crap like that." He held up his fist. "No drama, no lies."

"Bug Bros: one hundred percent sold," he said cheerfully, and bumped his fist against Spider-Man's. But immediately after, the young hero drew back with a sharp hiss and gripped his side again, doubling over with sudden pain. Scott’s smile fell. "Oh. Yikes. Are you alright? How's it feeling now? I mean—stupid question, but—all things considered?"

"If you cared at all for  _anyone_  except yourself and your stupid band of convicts, you wouldn't have let a kid take a bullet for you!"

Before Peter could summon a reply, both of them were startled by someone shouting. Everyone turned to see Steve Rogers and Tony Stark at each others' throats, looking as if they were seconds from strangling one another.

"This situation wouldn't even be possible if you hadn't brought a  _child_ to fight your battles for you! His involvement in all of this is  _your_  doing, which makes what happened here a direct consequence of  _your_  irresponsibility!"

"Hey! Knock it off!" Natasha snapped, trying to step between them. Neither man would budge.

"I should've known you'd be too much of a self-righteous coward to own up to your mistakes!" Iron Man yelled into Steve's face. The tension in the room was so sharp and electric it seemed almost palpable.

Scott rose to his feet and stalked towards them hesitantly, leaving Spider-Man's side. "Come on, guys. This isn't getting us anywhere."

"You're the one deflecting this all on me when you're clearly the source of the problem here! You're lucky the kid didn't find himself in the same situation or  _worse_ after Leipzig! It was only a matter of time before something like this happened!"

Peter watched the scene play out before him with jarring disbelief, his gaze jumping rapidly between the two furious men. Grimacing, he tried his best to pull himself upright, his stomach aching from the movement. "G-guys...?"

"He was doing absolutely fine until the second  _you_  came along! We all were, as a matter of fact! You're the assholes who bring chaos and suffering wherever you go!"

"We should be focused on helping the kid!" Sam interceded. "Not on the two of ya'll's personal pissing contest!"

"You guys are only wasting more of our time," Clint groaned, but he knew this was a fight that none of them could stop. The two men's gazes were locked in a boiling, unbreakable standoff.

"We aren't the problem here! We're trying to help people! The only reason Spider-Man got hurt is because the government men that  _you_  sold your soul to shot him!"

"Because they were shooting at  _you!"_ Tony bellowed, raising his arm and aiming his gauntlet at Steve's chest, inciting a collective gasp from the room. "And we'd all be better off if they'd hit their real target!"

"Don't!" Wanda threatened, gathering energy between her fingers, but they weren't listening. A war—a  _second_ civil war—was about to break out right in front of them, and in a way it almost seemed inevitable. The boat rocked beneath their feet with the weight of the bristling argument. The surrounding onlookers watched with anxious rigidness, readying themselves for a fight. Cap coiled his muscles beneath his flesh, and Tony powered up his repulsors. Their glares were as cold and piercing as ice. The whole world seemed to hold its breath in that moment, as if aware that all hell was about to break loose.

_"Stop!"_

The lone voice cut through the air like a knife. All heads instantly swiveled around to the leather seat lined against the back wall, where the owner of the voice was  _supposed_  to be laying, but were surprised to discover that it was no longer occupied. Instead, a blood-soaked Spider-Man had placed himself in front of the door that led to the deck, and was _standing_. One hand was gripping his wounded stomach, and the other was curled into a fist at his side. In mere seconds, the conflict was dissolved; all focus was rerouted to the injured teen. He took a deep breath, then exhaled shakily.

"Stop...f-fighting," Peter panted, squeezing his eyes shut behind his mask. His heartbeat seemed to pulse in his belly and throb in his head, but he did his best to ignore it. Everyone stared at him, eyes wide with alarm, and Tony and Steve stepped towards him.

"Kid, what the hell do you think you're doing?"

"Lie back down _right now."_

Although he really wanted to, as he was starting to feel very dizzy, Peter shook his head. "I'm fine."

"Hell no you're  _not,"_  Tony exclaimed. "You can't be standing right now."

"He's right, Spider-Man," Cap agreed uneasily. "You've got to stay down, especially after what happened before. You've already re-opened your wound, and your body can't afford any more blood loss."

 _"No,"_ he shot back. Thinking heatedly through all the crap that had happened over the past few hours and everything that was wrong with this scenario, he couldn't keep quiet any longer. Huffing raggedly, he clenched his fist and stood his ground, lifting his gaze. "Yeah, y-you know what?  _No._  I don't care. I'm  _fine._  I'm n-not the one who needs help around here.  _You_  guys are."

By the puzzled looks he was receiving, it was obvious they had no idea what he was talking about. Cap shook his head perplexedly. "Spider-Man, what do you—?"

"You're s-supposed to be teammates!" he yelled, though his voice cracked at the end of the sentence and he was cut off by a short coughing fit. He swallowed it down forcefully. "M-more than that, you're...supposed to be _friends._  You need to stop fighting and shouting at each other, especially over s-something as stupid as me!"

Tony furrowed his brow and rolled his shoulders. "Look, kid, I know this confusing to you and all, but we aren't—you can't just—"

"There's a lot going on here that you don't understand," Cap explained, though he, too, seemed a bit deterred by the direct address. "But that doesn't matter right now. You need to lie back down."

"I don't care if you d-don't think I understand," Peter retorted. He couldn't believe how viciously assertive he was being with two of the most legendary superheroes known to man, but somebody had to set them straight. And him being exhausted, in a lot of pain, and slowly growing more and more woozy was really wearing down his patience. "People look up to you guys. Don't you get that? _I_ look up to you guys! So how am I s-supposed to react when...you're fighting each other all the time instead of f-fighting for the people who  _need_  you?" He ran his tongue over his dry lips. "It's n-not...not cool, y'know?"

Although distracted by their concern for the young hero's health, Scott, Sam, Wanda, Clint, and Natasha couldn't help but take a moment to admire the kid's boldness, as well as the accuracy of his claims. He was really calling them out. All eyes fell to Tony and Steve, both of whom were quickly struck with a mutual sense of guilt and embarrassment. They took a moment to digest the kid's words, relaxing their arms at their sides, then gingerly turned back to one another.  _What the hell are we doing? Have we totally forgotten who we are? We're wasting our time bickering like a couple of pre-schoolers instead of pooling our resources to save an injured kid's life. We can't be so far gone that we can't put our politics and personal problems aside for one damn second to work together for that purpose, right?_

When they didn't reply, Peter figured he wasn't getting across to them, and huffed irritably. "Fine. You n-need...an incentive, then? Then here it is: I'm not—not lying back down or doing anything you say until you  _promise_  y-you're going to stop being jerks to each other and...make up or something. Write apology letters, buy each other lunch, h-hug it out...w-whatever..." He felt his legs start to sway underneath him and groggily caught himself with a hand against the wall, coughing weakly.  _Ugh. Please hurry up, you two. Getting really lightheaded here. Am I still bleeding? Oh gosh..._

Regathering themselves and boasting a fresh dose of humility, Iron Man and Captain America walked towards him briskly. "A-alright, son. You win. We'll, uh—we'll find a way to work things out. Okay?"

A swell of relief washed through the room, along with an almost comical sense of triumph. Who knew all it took was a bleeding, stubborn teenager to break up a fight between the two most haughty Avengers? As he leaned heavily off the wall, Peter was also very glad to see that he'd managed to stop them from punching each other's lights out, at least for the time being. But for everyone on board the small boat in the bay, the joy didn't last long.

"Now would you lay your ass back down before you keel over?" Stark groused, stepping away from Steve and slinging Peter's arm over his shoulder.  _Stupid kid's going to give me a hernia,_ he thought with an amused sort of bitterness. He took a step towards the seat, trying to lead him back to his spot to rest, but was surprised when Peter's feet dragged along the floor. He was even more surprised when the kid suddenly slumped against him like deadweight, his head pitching forward limply. He wasn't even trying to hold himself up anymore. He couldn't.

"Kid? Hey, are you okay? What's wrong?"

He tried to answer, but Spider-Man was preoccupied by his skin suddenly flushing with shivery heat and his whole body growing numb and tingly. On top of that, black fuzz was invading the edges of his vision and his muscles were turning into cooked spaghetti. His breathing became shallow and rapid.

"I—I d-don't..." he began, gasping. It was like he was in the process of fainting, except his body couldn't achieve the actual "blacking out" part. Something was very wrong. He had never experienced anything like this before. All of his weight fell on to the armored man's shoulders. Stark gave him a shake.

"Kid,  _answer_  me! What's the matter with you?"

When Peter still couldn't offer a reply, Tony's A.I. did. Her panicked voice made it seem as though she understood the severity of the situation.

_"Boss! He's lost too much blood. His body's going into hypovolemic shock!"_

His heart was beating incredibly fast, but the pulse itself was frail and weak. Everyone's eyes went wide as they realized what was happening.

Seized with terror, Stark lifted the listless teen into his arms. "Oh God. W-what do I do? Kid! Please! Guys, help me!"

In that moment, an explosion erupted just outside of the ship, tossing the boat like a toy in a bathtub and sending everybody on board flying. Ant-Man and Wanda slammed into the wall, Clint face-planted against the floor, Sam and Steve hit the corner hard, and Tony and Natasha crashed through the door and rolled on to the deck. Spider-Man sprawled across the wet surface, lifeless. Grimacing harshly, Black Widow staggered to her feet, ears ringing.

"D-dammit. They found us. And now, of all times." A trio of helicopters passed overhead, silhouetted against the dark sky and humming threateningly. Missile launchers and men armed with machine guns hung off the sides, their intentions evidently hostile. Tony slowly stood at her side, his armor whirring.

"I'll—I'll take them out," he growled, his helmet crawling back over his face. The door behind them burst open.

"No, we got this!" Cap yelled, the rest of his crew clambering on his heels. "You take care of the kid." The helicopters began circling back around, and he glanced over his shoulder. "Lang, take the wheel. Drive the boat in a zig-zag pattern towards the shore. Sam, keep 'em distracted however you can. Flash your flashlight, throw stuff, whatever. Just steer the firefight away from Stark and Spider-Man. Clint, pick off as many shooters from the center bird as you can." He turned to the woman who stumbled out of the lower room last, expression stern. "And Wanda," he called, catching her gaze, "put all hostiles in the water."

Offering Cap a painfully grateful look, Tony ran to Peter's side, cradling his limp head in his hand. "Kid? Kid, can you hear me? Come on! Snap out of it!"

He stared up at him blankly, wheezing out ragged breaths. "Wha...what's h-happening...?"

_"Blood loss at 42% now, boss. His blood pressure is plummeting."_

As the others readied themselves for battle despite their extreme lack of firepower, Natasha watched as Tony fought in vain to get an articulate response out of the kid. She knew if she didn't do something, the young and ambitious hero she'd offered her guidance to was going to die right here on this boat. Stark shook his head helplessly.

"I've got to take him. I can't—I can't just  _sit_ here and let this happen."

"Wait," Natasha said. He looked up at her desperately, and after mulling it over a moment longer, she released an exasperated sigh. "Just—let me try one more thing. It's a long shot, but..." Her words trailed off as she pulled a radio from her belt and punched in a new channel code. A few twists and tweaks later, she cursed under her breath and pressed her thumb against the side, gingerly raising the speaker to her lips.

"Fury? Come in, Fury. Can you hear me? It's Natasha. I know you told me never to do this, but you know I wouldn't ask unless the situation absolutely demanded it. I really need your help. Is anyone there?"

She let go of the button, waiting. Black Widow and Stark sat listening to the cold, bitter silence, the passing seconds feeling like hours. The boat began to pick up speed underneath them, snaking across the water like a drunken serpent. On their right, Clint was loading his taser gun with rounds of ammunition from his waistband while Sam assessed his limited supplies. Wanda wound clouds of red energy between her fingers, and Cap prepared to give the signal. Tony retracted his gauntlet into his armor and slipped his hand under Spider-Man's mask. His skin was cold and clammy; his breathing was startlingly faint. He was fading fast.

_"What's the problem now, Romanoff? Another city falling out of the sky?"_

Natasha exhaled slowly and practically laughed with relief. She lifted the radio back to her mouth. "Oh, thank God. Look, Fury, I'm—I'm with the others in New York City, and I need a doctor as soon as possible to meet us somewhere—somewhere discreet. Someone flexible, surgically trained, and really close by. We don't have a minute to spare."

The helicopters were nearly upon them, and gunshots began to ring out. The enemy let loose a popping rain of bullets. Clint started peppering the attackers with electrified lead; one by one, they dropped like flies into the bay. The boat weaved to and fro through the waves, but the airships continued to gain. Finally, a reply crackled through the radio.

_"Cho's in the area. I'll see what I can work out. But you better believe you'll owe me one hell of an explanation afterwards."_

She ran the back of her hand across her sweaty forehead. "Thank you, Nick. Relay the coordinates ASAP. Over and out." She glanced down to Tony, who sighed heavily.

"Alright. O-okay. You hear that, kid? We're getting you help. Just—hang on."

Peter was fighting to stay conscious but losing the battle. Whatever was happening to him felt like some kind of out-of-body experience that he had zero control over. Mr. Stark's face waned in and out of focus. His thoughts were jumbled and sluggish. He held on to his injury with trembling fingers.

A line of gunfire suddenly spilled from the far left helicopter as it buzzed towards them. Natasha sprung out of the way and Tony whirled around to shield the kid with his body. The bullets pinged off his back all the way up his suit's metal spine, ricocheting every which way in bursts of sparks. Stark spun back to face the aggressors just in time to discover the missile flying at them like a bolt of lightning. But just before it could meet its mark, the projection was stopped dead in its tracks, swallowed in a shimmery red fog. Wanda gritted her teeth as she held it still, then yelled with effort as she flung it away. A ball of fire bloomed off the surface of the water, sending a massive wave cascading against the side of their boat. Snagging a single hand grenade from his pocket, Sam pulled the pin and flung it into the belly of the helicopter as it zipped over their heads. It went off with a bang, and the enemy airship dropped towards them rapidly. Tony raised a gauntlet into the air and blasted the helicopter sideways with his repulsors, veering it off its deadly path and directly into the bay just behind the boat. It disappeared into the abyss within seconds, engulfed in flames.

"Are you two alright?" Sam asked, he and Wanda running to Tony's side. Stark's helmet peeled off his head, revealing the startled expression he bore underneath.

"Y-yeah," he eventually answered, glancing down at Peter. "Well, sorta. Thanks for that."

"Is he stabilizing at all?" she asked, laying her hand on his head. Though she resisted the urge to scour the masked hero's mind, she allowed herself to read the three very evident sensations he was experiencing in that moment: pain, confusion, and fear. He was clearly very young and afraid. His heartbeat was weak and frenzied as it pulsed through his shivering body. Guilt coiled in her chest as she listened to the rugged breaths tear from his throat.

"No. He isn't. But, uh—N-Nat's getting someone to help him. Hopefully."

"Wanda! Starboard!"

Bullet holes cut through the deck as Sam and Rogers ducked out of the way of the right-side helicopter's gunfire. Scowling viciously and enriched with new determination, Wanda marched across the boat and jerked her arm into the air. Fiery energy radiated from her hand and seized the approaching helicopter by the tail. With a flick of her wrist, the airship lost all equilibrium and spun like a top. As it spiraled downwards uncontrollably, Wanda coiled her fingers together, concentrating her focus on the missile launchers. The mystical pressure collapsed around the canisters, causing them to burst, and the entire vehicle exploded. Heat from the blast washed over everyone, buffeting their faces and making them flinch. The helicopter hit the water and sunk into the cold depths with a spiteful, creaky moan.

"We could've used that," Cap grumbled, but shrugged it off quickly. He glanced over to Clint. "Barton, how's that middle bird looking?"

The third and final airship was coming upon them, chasing the speeding boat from far behind. It was gaining rapidly.

"Almost empty. Should I be aiming for the engines?"

He shook his head. "No. Take out the pilot. We'll need the helicopter intact for transport."

"Got it," he said, and raised the scope of the taser to his eye-level. With one precise shot, the man at the controls slumped against the dashboard, and the aircraft began to pitch. But before it could nosedive into the water, Cap called to Wanda, and she quickly stretched out her powers and caught the entire helicopter in the air, straining against gravity. With tense fingers, she pulled it towards them on a pillow of swirling energy, hissing through her teeth.

As everyone on board gradually recovered from the unexpected attack, Steve turned back to Tony, who sat near the bow with the kid in his arms. He was speaking to him frantically, the boy's crippled body draped like a rag doll against his sturdy armor. Cap hurried to his side.

"Kid, stay awake. You  _have_  to stay awake. Answer me, dammit!  _Peter!"_

A hand suddenly grabbed his shoulder, startling him. Stark turned around.

"Tony, take the kid on the helicopter. Lie him down flat and prop his legs up on something. Don't let him move until you get him to a doctor."

He blinked bewilderedly. The helicopter was hovering just beside them, suspended by Wanda's crimson sorcery.

"But who's—who's gonna—?"

"I'll fly," Natasha replied, marching up to the aircraft and wrenching the door open. "I've got the rendezvous point. You keep Spider-Man alive until we get there."

Steve helped him to his feet, adjusting the kid's positioning in his arms, then nudged him forward. Dazed, Tony slowly walked past the rest of the familiar faces, who gazed back at him with expressions evoking nothing but relief: relief that the kid was finally going to get the medical attention he needed. There was no anger or animosity in their eyes, nor a trace of concern for their own wellbeing. All of his former teammates watched triumphantly as the two of them strode by, wanting only what was best for the kid. They didn't care that they had completely blown their cover, nearly died (again) at the hands of the men Tony was in allegiance with, or that they had to sacrifice their only available ticket out of here to the young, sickly hero and two of their treacherous former friends. They genuinely cared for the kid, just as Tony did, and were willing to disregard their own interests and safety for his sake. Despite all of their differences and disagreements, it was something they all had in common, and something that had managed to bring the Avengers back together again. If only for a moment.

As Tony climbed into the side of the helicopter, injured teen held close to his chest, he couldn't help but hesitate. Swallowing, he slowly turned back to face the others, realizing what he was leaving them to.

"What about you guys?"

Cap shook his head adamantly. "Don't worry about us. Just save the kid's life. For all of us."

Everyone nodded in agreement, sad smiles pulling at their lips. Before Stark could offer anything in return, Natasha fired up the engine, and Steve pushed him all the way inside. As the blades chopped at the cool night's air and the helicopter began to rise, Wanda relinquished her steady hold relievedly. Without hesitating, Romanoff pulled away from the scene, driving them towards the city as fast as the airship would carry them. Tony watched the people on the boat grow smaller and smaller, wondering if he was going to read the news tomorrow and find that all of them had been either captured or killed. Then he tore his gaze away, remembering where his attention was truly needed, and quickly laid the limp teenager on to the floor. He followed Cap's instructions, placing a stack of gun cases under his feet, then sat at his side, monitoring his vitals as FRIDAY gave him the run-down once more. They didn't sound promising in the slightest, but he swallowed his terror down for what seemed like the hundredth time that evening. He had to keep faith. What else could he do? It was taking everything in him in that moment not to break down right then and there.

Stretching his hand forward, Tony slowly peeled Peter's mask all the way off his face, revealing the pale flesh, blue lips, and closed eyes of the wounded teenager underneath. The kid was lifeless; he looked like a ghost. His skin was sweaty, cold, and striped with tears. His costume was more bloodstain than normal fabric. And yet, his heart continued to putter in his chest, and shivery breaths fluttered in a jagged but continuos stream from his mouth. He was still fighting. He hadn't given up yet. And neither could anyone else. Hands shaking, eyes squeezed shut, Tony Stark pulled the mask back over his face, then carefully laid his hand on Peter's chest. The helicopter hummed around them as they flew through the starless sky.

 _You're going to make it. You_ have  _to. Not just for me. Not just for you. Not just for your aunt, or anyone else out there who needs you,_ _Peter. You're going to be okay. You're going to get through this—for_ all  _of us._

**Notes for the Chapter:**

> Sorry, more cliffhangers :) you won't have to wait long though
> 
> Anybody else terrified for Infinity War? Cuz I sure freakin am....


	8. Responsibilities

The following hours passed in a blur of rubbery hands grabbing at his body, sharp needles jabbing into his skin, and bright lights glaring into his eyes. Or perhaps it was minutes, days, weeks—the hell if he knew. By that point, he had lost all perception of time. Throughout the entire episode, he was continuously slipping in and out of consciousness, trapped in a dream-like stupor. At the same time, unfamiliar faces hidden behind surgical masks drifted sporadically in and out of his bleary sight, yelling and murmuring incoherent gibberish. Amidst all of the pain and confusion and chaos, an overpowering slumber eventually took hold of him, drowning everything in a cold and silent darkness. The sleep was tranquil, but at the same time terrifying. He slept so heavily, he feared he would never rise from it again—that he would be stuck forever in a spiraling, endless void.

It was the light that finally woke him. The sun was shining through the gaps between the window blinds, casting soft, narrow beams across his face. His eyes scrunched together as the unwelcome brightness dragged him from his peaceful slumber, then slowly fluttered open. It took a long time for his vision to clear, and for his mind to fully register that he was actually conscious. He traced his gaze around the room, blinking repeatedly, his brow beginning to wrinkle.  _What's...?_ he thought dazedly.  _Where...am I...?_

Although he was finally coming around, an unbelievably heavy grogginess still gripped his wits and body. It felt like he was pumped full of every knock-out drug known to man. He fought to gather his thoughts together, trying to make sense of his puzzling situation. He squeezed his eyes shut and shook his head, then forced them open again adamantly. He was in a large, wide room overlooking the expansive city. The broad windows on his left, though mostly covered by the blinds, gave him a small glimpse of the bright, bustling streets far below. He was in a very tall building. The interior design and decor spread were expensive and fancy-looking. It didn't look like any hospital he'd ever been to, which filled him with incredible relief. The modern, luxurious style seemed familiar, and he quickly deduced why. He was in Avengers Tower, but he was pretty sure he had never been on this floor before. The realization was both calming and confusing.  _How did I get here?_ he wondered, staring up at the tall ceiling and the winding staircase.  _Everything's so fuzzy. I don't...remember coming here. I remember...I—I stopped Mr. Stark and Cap from fighting. Yeah, okay. That's right. On the boat. But then what? Everyone started yelling, that A.I. lady said something about hippity-hoppity shocky hoopla or whatever, and then there was a really loud bang..._

His gaze gradually dropped to his torso. He found that he was laid out on a medical bed, buried in a thin layer of white sheets. A pole holding a plump bag of liquid was assembled on his right, attached to a thin tube that was snaked under the blankets. The setup looked very out of place against the tasteful living space. He could feel a sharp coldness seeping into his bloodstream via a needle in the back of his wrist. With sleepy movements, he slid his hand under the blankets and gingerly poked around his stomach, his fingertips cold against his skin. To his disbelief, it felt...normal. From what he could tell, there was no hole, no gash, not even any stitches. The bullet wound was gone—like it'd never even been there in the first place.  _What the hell...?_

He had been shot, right? Like, he hadn't just  _dreamt up_  that whole agonizing encounter with Captain America and his team and the evil government pricks and the boat after choking down one too many high school cafeteria meals, had he? There was no way. Gritting his teeth, he dug his fingers into the area of his tummy where the injury was supposed to be. Immediately, he was rewarded with a stabbing (yet almost relieving) pain shooting through his abdomen, though it was incredibly dull in comparison to the crippling agony he'd been experiencing earlier. So he  _had_ been hurt—somehow, at some point. At least he knew he hadn't  _completely_ lost his marbles. He gripped on to the sheet and carefully lifted it off his torso, his eyes immediately widening.  _Holy crap,_ he thought, looking over the soft, spotless skin with scathing amazement. _It really is gone._ The horrendous injury was nowhere to be found—not even on his back, as he discovered after a quick check. How had it healed so fast?

Then his stomach turned cold.  _Oh gosh. How long...have I been here?_

With sudden panic, he kicked the sheets off himself and sat upright, a wave of lethargy washing over him from the movement. He groaned quietly and rubbed the heels of his hands into his eyes, fighting the sleepy lull still clinging to his body.

"Peter?"

Spider-Man glanced up with a start. He was surprised to see Tony Stark standing in the glass doorway leading into the small room, mouth agape. He held a cup of water in his hand, which he nearly dropped upon discovering the wounded teenager awake and sitting upright. Seeing the familiar face calmed Peter down slightly, although the Avenger's shocked expression was a little disconcerting.

"Oh, uh, h-hey, Mr. Stark," he greeted him cheerfully, yawning. "Unless that's not you, and I'm just totally tripping out on whatever loop juice I've got in me. 'Cause right now, I'm seeing, like, six or seven—"

Tony sped towards him rapidly. "God, what the  _hell,_  kid? I leave for five seconds, then you just—" He placed the glass on the table, running a hand through his disheveled hair. "Cho said you wouldn't wake up for another four hours."

"What's a Cho?" he asked curiously. "And, uh...what’s going on? How did I get here? Where'd Cap and all the others go? How'd my wound heal so quickly?"

"Kid," he huffed, flopping into the chair at Peter's bedside, "just  _slow down,_  alright? I don't even know how you're awake right now."

"I  _am_  a pretty light sleeper. Or it could be my extra-fast metabolism." He grabbed on to the tube hooked into the bag hanging off the pole and gave it a couple of tugs. "What's in this thing? Is this what's making me feel so sleepy?"

"Don't  _mess_  with that," Tony snapped, knocking it out of his hand. Peter flinched, a bit stunned by his temper, but recovered quickly, letting his palms fall into his lap. Stark leaned back with a ragged sigh, rubbing at his face with tired hands. Taking in his bedraggled appearance, Peter realized how exhausted the middle-aged Avenger looked in that moment. His eyes were red and bloodshot, rimmed with dark, heavy circles. He was wearing the same outfit he'd had on when Peter had swung by the tower to talk to him. It didn't look like he'd slept at all since the last time they'd spoken—and it was possible that was the case. In attempt to diffuse the awkward tension, Peter shrugged lightly and gave a nervous smile.

"I'm, uh...I'm really okay, Mr. Stark. I feel fine, if that's what you're worried about. Great, actually. Look." He scooted to the edge of the bed and placed his feet on the floor, careful to not bump the medical pole. "I bet I can even stand."

"Kid, wait—"

He dropped to the ground, his knees wobbling slightly. "S-see? I'm completely—" he began to say, but the moment he relieved all of his weight from the bed, a sharp ache shot through his stomach, making him cringe. In the same instant, a dizzying head-rush washed over him, and he stumbled and grabbed on to the railing to keep from falling. He blinked as it took a few seconds to dissolve, then giggled sheepishly as he fought to drag himself upright. "Okay, w-well, maybe not  _completely—"_

"Peter,  _stop!"_ Tony yelled, catching him around the middle as he struggled to stay standing. He was startled by how angry Mr. Stark sounded, and how fiercely he forced him back on to the bed. He stared up at him bewilderedly, clutching his belly, and when Tony saw the kid's frightened expression, he retreated somewhat. "Just... _please,"_ he sighed. He sat back down in the chair, scratching at his neck. "You can't—can't do that. Not yet. You're not strong enough."

Spider-Man relaxed his muscles slightly, though they seemed unshakably stiff. "O-okay. Um, sorry." He rubbed at his forearm, lowering his gaze to his lap. "I do actually, uh—actually feel a lot better, though. Way better than I feel like I should."

Tony took a long swig from his glass, which Peter quickly concluded was not actually water, then ran the back of his hand across his lips.

"I know. I'm sorry. I'm—I'm glad to hear it. Cho—the doctor who fixed you up—has this medical machine that can build tissue using nano-molecular cell simulacra. It can repair damaged flesh in a matter of hours, which is why your injury looks like it's totally gone. But your internal wounds still need time to heal on their own; she couldn't patch them up all the way without running the risk of you bleeding out." He locked his eyes with his, gaze cold. "Which is why you _seriously_  need to take it easy. You have to give your body time to fix itself."

Peter winced. "Did she see my face? Did anybody?"

"No. No one did. She and her team understood the circumstances."

A flood of relief drizzled over him. At least his secret was safe. Then a pang of uncertainty hit his chest, and he kneaded the silky sheets between his fingers. "What about the others? Are they okay?"

Tony sighed. "I'm not sure. I don't think they've been brought in yet, which means they may have escaped. Natasha and I had to leave them to fly you to the doctor, so I wasn't around to see if they got away."

The possibility that they had evaded capture brought him a small sense of relief, although it seemed unlikely. As did Mr. Stark's transportation explanation. "How did you fly me to a doctor without me bleeding and dying and stuff?" Spider-Man asked.

"A helicopter. Natasha flew it while I stayed with you in the back. You'd gone into shock, so someone had to be by your side to keep you alive."

Peter wondered where the hell they'd gotten a helicopter from, but thought better of asking. Plus, he had far more important things to address. Hanging his head a little, Spider-Man burned with guilty gratitude. "Well, um...th-thank you, Mr. Stark. I really owe you one. For, y'know, all of this."

"I think you owe me a bit more than that," he scoffed, rolling up his sleeve to reveal the bandage wrapped around the underside of his elbow. "Twenty-two, to be exact. Ounces. I'm still debating how I should charge you for something like this."

Peter stared at the billionaire's arm in shock. "You...gave me your blood?"

"A couple of the doctors pitched in too. You're lucky we're both A positive."

He blinked disbelievingly, his eyes falling to the matching bandage he had on his elbow.  _I...I never thought about that before. Would getting a normal blood transfusion work on me? I guess it has so far. But I'm pretty sure my DNA has been altered since I got my powers. Maybe my weird spidery blood can accept normal blood, but I doubt I could ever give mine..._

Peter lifted his gaze to meet the Avenger's, baffled. "I...uh...thank you. I—I don't really know what to say."  _Are we considered related now? Holy crap!_

"Here's an idea: how about you promise you won't be a complete moron who does exactly what Tony Stark told you not to do, causing you to injure yourself to the point of needing a transfusion of almost five pints of blood in order to stay alive, _ever again_?"

He giggled nervously. "That's certainly an option." Tony did not return his smile.

"Kid, I'm serious." He shook his head back and forth. "I mean, do you not understand how close you came to dying? How  _stupid_  it was for you to get yourself involved with Cap and his friends and to put yourself in that situation when I specifically told you to stay away from them?"

Peter's high spirits immediately crumbled. He knew this conversation was coming sooner or later, but he was most definitely  _not_ in the mood for it. He averted his gaze to the floor, his voice taut. "Is there any way we can, like... _not_ talk about this right now? Like, I know it was stupid and I'm stupid and you and everyone else think I'm stupid. That's all very clear to me now." He felt his eyes start to sting. "I was just...just trying to do what I thought was right. I'm sorry."

Tony could see the pain in the kid's misty eyes and felt his heart twist inside his chest. "I don't think you're stupid," he said sharply. "That's—I'm sorry, that's not what I meant. You're just... _reckless_ , okay? Reckless and young and too  _good_  for your own damn good." Tony crossed his arms against his chest, huffing with frustration. "I just...you don't get it. I  _need_  to know that you're going to be safe from now on. It's my fault that you almost died, and I can't handle another death on my conscience. Especially yours."

Peter looked up at him confusedly, rubbing at his eyes. "But...me getting shot wasn't your fault, Mr. Stark. None of this was. I don't understand why you think you're responsible for every little thing that happens to me every time—"

"No, because that's just it," he interjected, flying to his feet. "I  _am_ responsible for you! Don't you get that, kid? I'm responsible for all of this, because I brought you to Germany and gave you that suit and never thought about how careless I was being until it was too late! I got you involved, and that involvement nearly got you killed!" The Avenger's face was gnarled with passion, and his hands were balled into fists at his sides. His voice shook in his throat, and his breathing was course and heavy. Peter gazed up at the furious man with wide eyes, withering beneath his fiery glare. But the rage in his expression melted away in a matter of moments, and was quickly replaced with a look of crippling guilt. Backpedaling a few steps, Tony Stark leaned off the chair with both hands, gazing hollowly at the floor. As it dawned on him how much Spider-Man's brush with death had affected Mr. Stark and how deeply he blamed himself for it, Peter licked his lips and swallowed uneasily, worrying his hands in his lap. Captain America's harsh accusations back on the boat must've really gotten to him, but he couldn't think that all of the crap that had gone down was really his doing, could he? It took Peter a while to finally summon a response.

"Mr. Stark, I'm...I'm grateful that you got me involved. Honest. I know I was pissed about it before, but whatever you recruited me for: the Accords, stopping Cap and Bucky, or any other reason—I don't care anymore. I'm glad to be in this crazy mess of superhero antics." He smiled brightly. "I mean, these past few months have been the most exciting of my entire life. How many fifteen-year-old nobodies from Queens get to say they've been given insanely awesome powers, mentored by freaking  _Iron Man,_  or that they've been trained by Black Widow and whisked to safety by Captain America's beefy man pecs?" Peter giggled as he said that last part, scratching at the back of his head. "I don't think  _you_ understand how much I appreciate your help and how happy I am to sorta be a part of this group of awesome people, even if you're all still angry with each other and stuff, and even it means I get hurt every once in a while. That's sort of a give-me with this gig, right?" He struggled to decide where exactly he was going with this. "S-so, um...so don't feel bad or blame yourself for what happened. It wasn't your fault, and even if it somehow was, I don't blame you. In the end, you saved me, and it's over now." The young hero lifted his gaze to him cautiously, waiting for a reply. After a long period of silence, Tony sighed despondently.

"You don't remember, do you?"

Peter blinked. "What?"

"You don't remember what happened when I brought you to the doctors. What you were like."

Spider-Man tilted his head to the side. "Um...I don't—"

"You were  _screaming,"_ he said coldly, voice stiff. "You were...crying in pain. I had to restrain you with steel handcuffs to keep you still. The anesthesia wasn't setting in fast enough, so they had to...work on you while you were awake. I've never had to watch someone be in that much pain before." Every word he spoke seemed to cut in his throat and burn his lips. His face looked pasty and almost haunted. Peter stared at him with wide and uneasy eyes, speechless and very alarmed. No, he didn't remember that. He didn't remember anything like that. He recalled hazy bits and pieces of the doctors messing with him with cold hands and pokey needles before everything sank into darkness, but it all seemed so distant and nonsensical. Had he really acted that way? The idea was unsettling, and also a little embarrassing. If it was true, he was glad he didn't remember it. Peter wrung the sheets in his hands squeamishly.

"I...well, um...I'm sorry," he murmured quietly. "I don't remember doing that. I...I didn't know I—"

"If you did, you wouldn't be saying what you're saying now. Trust me."

Peter hunched his shoulders. "You don't know that, Mr. Stark."

"It doesn't matter," Tony said bitterly, rising upright, "because whatever the case, I _never_ want to see you in that kind of pain again. Through all of this shit, have you ever once considered that the things you put yourself through might actually affect the people who care about you?" He hesitated for a moment, realizing what he was implying, but moved past it quickly. "You may be fine with getting hurt and almost killing yourself, but other people aren't. How the hell would I explain what had happened to your aunt if you had died last night? How do you think she'd feel?"

Although singed with guilt at the thought of that, a small wave of relief rushed through Peter at Mr. Stark's words.  _So it_ did _all happen last night. Thank God. I was beginning to worry that I'd been conked out for like a month or something._ Swallowing, he gave a small shrug of his shoulders. "I...I dunno. I mean, she'd be sad, obviously, but...I can't just  _not_ help people because others are worried about me. I'll just—it's like you said: I just need to be more careful and all. And I will be." He hinted a nervous smile. "Trust me, you won't be the only one hammering this into my head. The minute my aunt sees me, she'll make  _certain_ I know just how screwed I'll be if I ever—ever get—"

His words suddenly cut short. His heart did a somersault in his chest. "Oh...oh my god," he stammered, his eyes widening. "Oh  _shit!_ My Aunt May! She—she has no idea where I am, or what's happening, or—" He glanced up at Tony. "Did you—did you call her? Does she have any clue what's going on right now?"

Stark shook his head gravely. "I didn't know what to tell her. I wasn't sure you were going to make it until just a few hours ago." He reached behind the chair and lifted up a bag, which Peter realized was the backpack he'd left behind in the warehouse. "Rhodey swung by and picked this up for you. I don't know if everything's in it, but..." His voice trailed off as he dug inside the front pocket and fished out Peter's phone. He clicked the screen on then held it out to the panicky teenager, his eyes soft. "It's been buzzing all night. I couldn't bring myself to answer. And I figured you should be the one to talk to her, if you were able."

Mouth dry, Peter reluctantly accepted the phone and stared down at the cracked screen, scrolling through the seemingly endless list of missed calls, voicemails, and text messages in dismay. His heart ached inside his chest as he realized how confused and terrified she must be right now. He couldn't imagine how scared he'd be if she didn't come home one night without so much as a phone call to let him know that she was alright. He turned back to Mr. Stark with dread.

"W-wha...what do I say?"

Tony gave a passive shrug. "I dunno. That's up to you."

Exhaling helplessly, Peter drew the phone close to his face, shaking his head as he grappled in vain for some way to explain this. But before he could think of anything, the phone began to vibrate in his hands, startling him. It was his aunt calling for probably the millionth time in the past twenty-four hours, and a ball of ice immediately formed in his stomach.  _Oh God. What do I tell her? What do I say?_ He looked up at the hardened Avenger desperately, but he had nothing to offer. His throat was tight and his mind was blank, but he couldn't bring himself to ignore her a second longer. Releasing a shivery sigh, Peter set his jaw and clicked the "answer" button with his index finger, hesitantly raising the phone to his ear.

"Uh...h-hello? Aunt May?"

_"Peter? Peter, is that you?"_

The fear and shock in her voice nearly broke him, but he swallowed it down painfully. "Y-yeah. It's me."

 _"Oh God, Peter! You—you haven't been—I didn't know if you—"_ He could tell she was in tears.  _"W-what's going on? Where have you been? What happened to you?"_

He closed his eyes despairingly. He couldn't tell her the truth. He  _couldn't._ But he had to tell her _something._  He had to give her some kind of explanation. Biting his lip, he glanced down at his belly and flexed his fingers anxiously.

"I...I was, uh..." He ran his hand over the phantom wound. He blurted out the first thing that popped into his head. "I was...kidnapped."

Peter heard Tony Stark snort. He ignored him.

 _"Kidnapped?"_  his aunt gawked.  _"Oh my gosh, Peter. By who? Are—are you hurt? Did they hurt you?"_

"No. Well, er, they...they roughed me up a tiny bit, but nothing major. It was two guys. I, um, didn't see their faces. They kept me overnight in some warehouse, but by morning they were both gone. So I ran back to the area they'd snatched me from and found my stuff still there. And then I just, uh...I'm camped out in a Duane Reade right now. I'm sorry it took me so long to answer. I just wanted to get someplace safe first."

He heard her sigh heavily from the other end.  _"I can't believe this happened. I'm so sorry, Peter. Which one are you at? 51st and 6th? I'm coming now to get you."_

"N-no, no," he said quickly. "It's fine, Aunt May. I'm—I'm actually just about to leave. I'll snag a taxi to get me home. Don't worry about it." Stark shot him a disgruntled glare, but Peter pretended not to notice.

_"W-well...alright. If you're sure, tough guy. Just...be careful. I'll call the police and let them know you're okay."_

Peter released a slow breath, flushed with guilty relief. He felt awful for lying to her, but at least she'd bought his fib for the time being. It was one less headache for both of them. "O-okay. I'll see you soon. Love you, May." He hung up quickly and dropped the phone into his lap, rubbing his knuckles into his sleepy eyes exhaustedly. "I suppose that went about as well as it could've."

"You need to rest, kid. You shouldn't be up and about; you can barely stand. I'll drive you back."

"But things need to look normal," Peter insisted. "I can't be seen with you any more than I already have been, especially after last night." Then he faltered, feeling rude. "I mean, s-sorry. Thanks for the offer, Mr. Stark, and thank you for saving my life and all, but I'll be fine." Gingerly, he held up his arm with the I.V. needle in it. "Can I, um, take this out now?"

Although he clearly wasn't happy about it, Tony sighed and begrudgingly helped him remove the the I.V. He bandaged his wrist with a roll of gauze then handed him the cover clothes he'd stuffed into his backpack in a messy bundle. Peter accepted them gratefully, looking forward to not sitting around in nothing but his underwear, then shifted himself back to the edge of the bed. Out of the corner of his eye, he could see Stark flinching over his every movement.

"Now just...take it slow, okay? Do you need help?"

"I've got it," he assured him, stepping down to the floor. Standing still made him feel a little faint, but it was far easier to handle than before. The pain in his stomach was only mild, and after taking a second to find his balance, he let go of the rail and took a few experimental steps.  _Not bad,_  he thought triumphantly, letting his hands fall to his sides.  _As long as I'm not running a marathon anytime soon, I should be able to look well enough to fool my aunt._ He grinned and stared up at Tony. "Damn. This Dr. Cho person must be some kind of miracle worker. Will I ever get to meet her and tell her thank you?"

"I doubt it. And it wasn't a miracle. You're nowhere close to a hundred percent, kid." Tony watched as the young hero’s smile fell. He hung his head and stared off to the side. His words obviously stung Peter's already depleted vigor. In that moment, Stark suddenly realized that everything that had come out of his mouth since the kid had woken had been harsh and negative, and Peter had dealt with more than enough of that over the past few days, particularly the most recent. What was he thinking? How could he expect a teenager to listen to him when all he was doing was spouting cold, spiteful rhetoric? The kid had risked his life to save someone else's, which was the most heroic thing a person could do, yet the Avenger he idolized who had done the exact same thing ten times over was doing nothing but scolding him for it. If he was in Spider-Man's position, he knew his words would be going in one ear and out the other. Even if his intentions were good, Tony wasn't helping him or encouraging him to be more careful in the slightest.

Knowing he needed to change his approach, Tony Stark exhaled listlessly, dragging his hands down his face, then stepped towards Peter Parker. "Hey. Just...listen, okay?" The teen stared up at him somberly, and Stark placed a hand on his shoulder. "I hate this just as much as you do. I hate having to be this angry old dude who's constantly nagging you about being safe and crap. I feel like I'm turning into my dad, which really makes me want to throw up." He shuddered for a moment before continuing. "I know you're smart and strong and that you have the right to live your life and make your own mistakes. And I know for a  _fact_  that you're going to eclipse all of us someday. But you can't do that if you get killed while you're still figuring the early stuff out. That's why this freaked me out so much; I'm being a spazz about you being careful and not getting hurt because I know how great you can be, and I need you to be around so everyone out there gets to see it happen. Alright?"

Tony couldn't keep himself from smiling as the kid's eyes immediately lit up. Somehow, out of the two people in the room, the person who had been through hell and back over the past twenty-four hours was the one easiest to cheer up. The young hero's face beamed.

"You really think I could ever be a better hero than you or Cap or Thor, Mr. Stark?" he chuckled dubiously. Steve Rogers had told him something similar back in the basement of the warehouse, but he figured it was just to make him feel better after being shot and all. "Yeah, right."

"No, I mean it. If you keep a solid head on your shoulders, you've really got it in you."

"I bet you say that to  _all_  the spider-themed heroes you meet," Peter said sheepishly. "There's no way I'll ever be awesomer than a genius billionaire in a flying metal suit or an alien god with a magical hammer."

Tony gave the kid's hair a rough tousle, making him wrinkle his nose. "How 'bout you don't get your dumb ass killed so I can say 'I told you so' when you do?"

Spider-Man ducked out of his reach with a laugh, running his fingers through his scalp. "Okay, okay! I'll do my best."

Tony snatched his ball of clothing off the bed and tossed it at him. Peter caught it in a sloppy heap in his arms. "Now would you put some damn clothes on already? The only people I want to see half-naked in my house are Pepper or Rhodey when I get him drunk off his ass. Or Natasha, if she's feeling it. Never mind. Just—whatever."

Rolling his eyes, Peter slipped his wrinkly jeans and T-shirt on, wincing a little when the movement strained his stomach muscles, but eventually getting fully dressed. When that was done, he scooped his backpack off the floor and carefully slung it over his shoulder, sucking in a steadying breath. He could tell there were still some sleepy drugs in his system and that his body was a little frail, but both would hopefully wear off soon. He exhaled slowly, then made his way across the room to the door.

"I really do need to go now. Um, thanks again for everything, Mr. Stark. See you later."

"Call me if you need anything, 'kay kid?" Tony hollered.

"Okay! Thank you."

He stood upright. "And just—shoot me a text when you get home. Just so I know that you didn't pass out in the street or something."

"Heh, alrighty."

"And hey, feel free to take a snack for the road from the fridge. You haven't eaten anything since yesterday, have you? I've got some almond milk, a few bananas, a little leftover pizza from a few nights ago if you want any—"

"I'm really fine, Mr. Stark," Peter giggled sheepishly, pressing the elevator button and stepping inside. It was funny to see Stark act so overly concerned and protective. "Don't worry. Geez—you're starting to sound like my Uncle Ben."

He said the comment without mulling over it much. But when the words actually left his lips, his smile faded as he realized what exactly the comparison was suggesting. From inside the elevator, he lifted his gaze to the Avenger's as he stood in the doorway, which reflected his same air of surprise. Stark clearly understood what Peter's words meant, and how weighty they truly were. Spider-Man reddened with embarrassment for a instant, fearing that Tony might not appreciate the correlation. But Stark's stunned expression soon vanished behind a small smile. He leaned against the wall, shoving one hand into his pants pocket and offering him a casual wave with the other.

"Sorry. See yah, kid."

The doors slid together in front of him before Peter could form a response.

* * *

When he finally reached the door to his apartment, his heart was hammering inside his chest. Not to mention he was a little lightheaded. He really shouldn't have taken the stairs.

As he dug his keys out of his back pocket, his mind raced through all of the fabricated answers he'd thought up to meet the avalanche of questions he knew was coming his way. It made him sick to his stomach—having to spout lies to the person he looked up to like his mother, but it was the only way he could protect her. The key shook slightly as he held it between his fingers and jostled it inside the keyhole. He was startled when the door flew open before he even finished unlocking it. His eyes met his aunt's, which melted as soon as they fell upon his face.

"Peter," she breathed. Without hesitating, she snagged him by the arm and pulled him inside, wrapping his body into a crushing hug. Although the sharp movement hurt his insides a little bit, the familiar embrace filled him with immediate warmth. He hugged her back with just as much enthusiasm, pressing his head into her shoulder and sighing with relief. All of his anxiety vanished in an instant.

"H-hey, May. I'm sorry I worried you."

She held him a few seconds longer, nearly squeezing the breath from his lungs, then released him with a laugh, her eyes shimmering with tears. "Oh,  _please_ don't be sorry, bud. You have nothing to apologize for. If there's anyone to blame here, it's me for not being able to afford an apartment outside the shittiest part of town."

He chuckled softly, struggling to keep the guilt from seeping into his voice. "Well, I probably should've stopped taking that shortcut behind Five Guys long before two crazy assholes decided to jump me."

She cupped his face in her hands, looking him over. "Let me see you," May said, inspecting him thoroughly. Peter blinked as she narrowed her eyes and nodded. "Yep. Just as I feared. Even after all this, you're still the cutest nephew in the world."

They shared a light laugh, but her positive tone didn't last. Her hands fell to his shoulders, and her expression hardened. "Where are you hurt? How bad is it? Should I take you to the doctor?"

"No, I'm okay," he insisted, unconsciously rubbing at his aching stomach. "One of them punched me in the gut, but it's honestly nothing. It didn't even leave a bruise."

"Cowardly low-lifes. Don't even know how to dish out a decent punch," she joked, but her fearful eyes betrayed her words. She ran her thumb along his cheek, voice keen with sudden worry. "Peter. You look really pale. Are you...are you sure you're okay?"

His breath caught in his throat for a second. Duh, he was pale. He had lost nearly half of his body's blood last night. That tended to take the rosy glow out of one's cheeks. Thankfully, there were other things he could blame it on besides nearly fatal blood loss. Swallowing uneasily, he forced a nervous smile. "Oh, y-yeah, definitely. I'm fine, Aunt May. I just, um...I guess I'm still a little shaken, y'know? That's all."

"Here," she said, leading him to the couch. He followed obediently. "Sit down. Do you want some water?"

 _Not really, since I've had an I.V. pumping fluids in me for God knows how long and I already seriously need to pee,_ he thought, but smiled and nodded. Aunt May hurried into the kitchen, and Peter sank into the worn, familiar cushions. It was nice to be back in his home; it had only been a day since he'd returned, but after all of the insanity that had ensued over such a short period of a time, it felt far longer than that. It made Mr. Stark's giant fancy tower seem almost sterile. He doubted he could ever live in a place like that. Moving briskly, Aunt May returned to his side with the cup and sat with him on the couch. He accepted the offering and took a few reluctant sips for effect.

"I'm so sorry this happened, Peter. I can't imagine how scary it must've been. You see things like it happen on TV all the time, but you never think..." She ran her fingers through his hair, swallowing stiffly. "On the news, they said there was some kind of shootout-manhunt thing happening uptown. Apparently it had something to do with those superheroes who are on the run. I know you aren't normally in that area, but I had this awful feeling that you'd somehow gotten caught in the crossfire, and that's why you hadn't come home."

It took all of Peter's willpower to keep a blank expression. His aunt seemed to possess a kind of spidey sense of her own: an  _"I know you're hiding something from me and you're one slip-up away from me figuring it out"_  radar. Trying to appear surprised, he raised his eyebrows.

"Oh, uh, really? I didn't know that. Sounds, um...exciting."

May frowned. "I know it's a ridiculous thing to think, but the whole world nowadays is ridiculous. Everything seems so much crazier and and more dangerous than it used to be. You can't tell the difference between the good guys and the bad anymore. And the bad seem to be winning out more than ever." She curled an arm around his back, leaning her head on his shoulder. "I'm glad that wasn't what you got mixed up with, but that doesn't really make the truth any better. Would you...I mean, do you want to talk about it?"

Still on edge, Peter held the cup to his lips a little longer to give himself more time to think, then carefully placed it on the coffee table. "Uh...well, I don't think there's much else to talk about. I mean, it could've been a lot worse, but it wasn't. I got away, and I'll just have to be more careful from now on, y'know?" This conversation was already starting to give him déjà vu.

Although she looked a little disappointed, May sighed and nodded earnestly. "Yes, I know you will be. You're a good kid, Peter. I'm so thankful you're safe." She pulled him close and planted a big, fat kiss on his temple, making him giggle embarrassedly and squirm out of her grip. "But if anything's bothering you or you ever have something you want to tell me, know that I'm always here, and I'll always support you. Okay?"

His smile disintegrated, and her words cut to his heart like a knife. It was almost like...like she really did  _know._  But she couldn't, right? Either way, his stomach churned with guilt. He wished he could be honest with her. He wished he could pour out all of his problems and let her know what was really going on with him, but there was no doubt in his mind that the truth would not only totally freak her out, but place her in an incredibly difficult position. She deserved better than what he had to offer, but it was all he could give. He exhaled dejectedly, then plastered a smile on to his face.

"Thanks, May. You're the best."

She shrugged. "Yeah, I know."

"I really wish both of us could just forget that this whole crazy episode ever happened."

With a huff, Aunt May rose to her feet, returning to the kitchen and reappearing a second later with a big bag of chips and a bowl from the fridge on-hand. "Well, like Ben always said: there's nothing like a gallon of dip and a Star Wars marathon to help you get over being kidnapped. Are you up for it?"

Peter laughed out loud. "I doubt he ever said that. And I would be, except that I missed school  _again_ today, which means  _more_  angry teachers at my throat, _more_ stacks of make-up work to get done, and  _more—"_

"Peter, are you  _kidding_  me?" she scoffed, placing the snacks on the table. "You really think your teachers expect you to get anything done the day after you were taken hostage?"

"Yes."

May pursed her lips and snatched a blanket off the chair. "Well I don't," she snapped, whipping it out and draping it over him. "You've been through enough today. You're going to relax whether you like it or not."

"But I have a project due tomorrow, and I missed the speech that I was supposed to give today—"

"If your teachers seriously penalize you for something you had no control over, they will answer to me. I am not about to let my boy go through hell and then be forced to worry about school five minutes later. You deserve at least  _one_  night to recover. If you're really that stressed about it, you can go to school tomorrow, and I'll call and make sure they understand the situation. But I don't want to hear a lick about it for the rest of today. Got it?"

It was clear she wasn't really giving him a choice in the matter. Yet even though he knew it would only put him behind more than he already was, he couldn't deny how nice it sounded—just one night to unwind and ignore all of his responsibilities. Even superheroes needed a break every once in a while, right? Plus, he and his aunt hadn't just  _hung out_ together in a long time. If he couldn't tell her the truth, he could at least give her that much.

So, grinning authentically, Peter finally caved. "Alright, bossy pants," he said, burrowing between the cushions. "As long as it's not the prequels."

Aunt May placed a hand on her hip, insulted. "Oh, how dare you. Like I'd  _ever._  I outta wash your mouth out with soap for uttering such blasphemy." Clicking on the television, she loaded the DVD player with the sacred disc and flopped into the couch beside her nephew, snatching a handful of chips from the bag and stuffing them into her mouth. Immediately reminded of his own gnawing hunger, Peter joined the smorgasbord, unable to stifle a smile as the bright yellow letters and iconic soundtrack glared from the screen. Before he knew it, both of them were completely absorbed in the movie, eyes wide and fingertips drenched in salt, ignorant of everything except the comfort of each other's presence and the supernatural space drama playing out before them in a galaxy far, far away...

By the middle of  _The Empire Strikes Back,_ Aunt May was out cold. He was surprised she'd even made it that far. Peter was well aware that ever since his uncle had passed, she preferred sleeping on the couch anyway. So he spread the blanket over his guardian, tucked a pillow under her head, then turned off the TV, tip-toeing out of the living space and into his bedroom.

Peter stripped out of his clothes and crawled into bed, but it didn't take long for him to realize that he was not falling asleep anytime soon. He tossed and turned for a few minutes before finally sitting upright, draping his legs off the edge of the mattress and rubbing his eyes defeatedly.  _Ugh. Of course. Perfect cherry on top of a perfect day._ He was surprised he wasn't totally wiped. It seemed like he out of everyone should be the most exhausted, yet he felt wired with a strange and jittery energy. He stared down at his stomach, running his hand along the soft skin.  _Maybe it's got something to do with this,_  he thought, digging his fingers into his side. By now, the pain was almost completely gone.

The idea came to him long before his eyes wandered up to the hatch in the ceiling.  _No, no. Come on, Pete,_ he tried to scold himself.  _You need to take it easy, even if it's not hurting. There's no way it's fully healed yet. You told Mr. Stark you would rest, remember? And if he catches you swinging around the city, he's going to have a shit-fit._

Still, the itch under his skin persisted: he was  _dying_ for some late night thrills. After so many hours lying stationary, his muscles felt stiff and stagnant, hungry for action. He drummed his fingers along the comforter, wrestling with the urge to just fling himself into the street and indulge in a few spidery revels, flipping and zipping across the sparkling city.  _I could always try to get some homework done since I'm up,_ he considered,  _but I doubt I'd be able to focus._ His bare feet fidgeted against the scratchy carpet.

Suddenly, the striking whirl of police sirens met his ears, making him flinch. It sounded like they were just outside his apartment complex, which seemed odd. Peter hopped off his bed and ran to the window, his eyes catching the distinctly colorful lights flashing from the cars passing below. It was rare to see the NYPD cutting through this area unless the call had come from somewhere incredibly close by. Low and behold, the two howling vehicles barreled down the road then whipped around the corner, screeching to a stop to face a threat hidden just behind the building. He could still see the red and blue lights flickering faintly off the asphalt.

Peter exhaled helplessly, shooting glances left and right, then felt a guilty grin curl along his lips.  _Well, at this point, it would be irresponsible_ not  _to throw on the suit and lend a hand, right...?_

Thankfully, the costume he'd tarnished was the one Tony had given him to wear when Peter had met with Colonel Rhodes and Vision. The original suit he had received from Stark for the battle in Germany was still here, just as ready for late-night antics as he was. He quickly retrieved it from the not-so-secret opening in the ceiling and slipped it on, flexing his fingers and rolling his shoulders inside the snuggly spandex. He loaded his web-shooters with fresh cartridges, then unlatched the window and threw it open. The outside air was cool and brisk; it seemed to be beckoning him to rebel. Veins coursing with excitement, Peter leapt from his apartment and fired a line of webbing from his wrist, his body sailing above the street and his senses coming alive. Although the aggressive motion made his insides ache, Peter couldn't stop himself from releasing a whoop of glee. Caution to the wind, Spider-Man was around the corner in an instant, detaching the thread from his wrist and sticking to the side of the building.

By New York City standards, the street seemed strangely deserted. The pair of police cars were stopped just outside an alley cutting between two condemned fast-food restaurants, lights gleaming. Spider-Man snagged a thread of webbing to a streetlamp and flipped between the dark walls, landing in front of the vehicles. The scene before them was gilded red and blue.

It wasn't exactly what he was expecting. Two women dressed in all black were standing in the alleyway with their backs to the wall, bags of cash lying at their feet. They had guns gripped in their fists. Everything was covered except their eyes, which flashed with the lights of the police cars.

Peter rose upright, frowning. It was almost too cliché, like these women had googled "how to look like a bad guy and do the bad guy thing" and then followed every DIY instruction to a "T". He bit back a chuckle. "Uh, okay then. Hi there." He glanced over his shoulder at the police cars. "So, you want me to take this, or—?"

As if on cue, the two vehicles popped to life, backed away from the alley, then peeled off in unison in the opposite direction, leaving the scene and vanishing into the city in a matter of moments. Peter watched them hightail away with wide eyes, blinking perplexedly.

"Um...cool. Guess that answers that question. Thanks for the help, officers!" He waved them away with a puzzled scoff, then turned back to the two crooks, who hadn't budged an inch. Since when did the bad guys stick around the scene of a crime and the police officers take off running? This was getting weird. Nevertheless, he had a job to do. Shaking his head, Peter placed his hands on his hips.

"Wow. Sorry about that. So unprofessional. Don't take it personally. Maybe the donut shop on 47th was getting robbed."

The burglars didn't laugh. They didn't even  _move._ Peter did his best to shrug off the awkwardness, approaching the women cautiously. "So, uh, nice night, huh? Maybe for something a little less  _illegal_  like getting some froyo or attending one of those overpriced pottery classes, but I don't judge. I just web you up and hand you over the cops and let them do the judging. Not those rude, flaky cops—don't worry. I'll make sure you're properly attended to as two upstanding young criminals such as yourselves deserve. I mean, you robbed a bank! It  _was_  a bank, right? Whatever the case, it obviously took some expertise. So I'd say you deserve the same level of expertise for being put away. Sound fair?"

Neither woman flinched. Peter sighed impatiently.

"So does this tense, uncomfortable silence mean you're cool with me taking you in? Because I'd hate for things to have to get all punchy and thwippy—"

 _BANG!_ Out of nowhere, the burglar on the left fired her weapon, making Peter nearly leap out of his skin. He jumped sideways reflexively, but was stunned when he realized something.  _Wait a minute. My spidey sense didn't go off. It didn't warn me that she was about to shoot! What the hell?_  Before his feet even touched the ground, both women charged at him, holding down the triggers of their pistols and drowning the air with gunfire. Spider-Man rolled across the pavement and knocked the first thief's legs out from underneath her. She hit the ground with a grunt as the second swung a punch at his head, which Peter barely dodged with a yelp and a duck. Now  _that_ got his spidey sense buzzing.  _A little late, don't you think?_

Regathering himself, Spider-Man grabbed her arm as it passed above his face and flipped her over his shoulder, remembering how effective the move had been when Agent Romanoff had used it against him, and threw her against the cement. The burglar struck the ground hard, wincing harshly, and Peter kicked the gun out of her hand. With both web-shooters, Spider-Man lathered her body with webbing, quickly pinning her beneath the sticky threads. In the same moment, another jarring gunshot rang out from behind him, making him leap with a start and whirl around.

"Quit  _doing_ that!" Peter yelled, shooting a strand of webbing at her hand and ripping the pistol from her fingers. He whipped it towards himself and snatched it out of the air. "Geez, what the hell kinds of guns  _are_  these? Heart-attack-inducing?"

Without answering, the woman ran at him and swung a leg at his neck. As he struggled to evade her escalating attack, it became clear that these weren't the typical, run-of-the-mill type baddies he was used to apprehending. Their fighting patterns were too poised and direct. They were  _trained._

While distracted by his thoughts, Peter twisted to avoid being slugged in the chest and gasped as pain went zinging through his stomach. In his moment of weakness, the woman slammed her elbow between his eyes and whipped her knee into his gut, making him recoil and stumble backwards. Severely dazed and huffing sorely, Spider-Man began to consider that this may not have been his brightest idea. As she ran at him once more, Peter gritted his teeth and sprung on to the wall, firing a web-line from his wrist. The webbing seized the burglar by the foot, and she tripped with a cry of surprise. She fell against the large garbage bin squatting along the opposite wall, spilling some of its contents on top of herself, and Spider-Man webbed her to it with a few taps on his palm triggers, not envying the laundry bill she had coming her way if she expected to get the smell of week-old, sun-roasted garbage out of her clothes anytime soon. He would've told her as such, but he was still busy struggling to catch his breath.

With both baddies apprehended and cocooned, Peter dropped back to the ground, panting heavily. He leaned against the wall, gripping his belly with a groan.

"Okay. That was...n-not so awesome," he huffed. He stared across the ridiculous scene before him, listening to the women mumble irritably, glazing over the bags of money and the second handgun. He lifted the one he had snatched from the burglar in front of his eyes, his brow furrowing.  _What's with these things? Why weren't they triggering my spidey sense?_ They looked like nothing more than normal pistols with silencers. Curious, Peter tore the bottom half of the gun off, sending the ammo scattering at his feet. He scooped one of the tiny cartridges up, turned it over in his hand, then scoffed in disbelief. Laughter bubbled up inside him.

"Oh my gosh," he coughed, dropping the capsule to the ground. "You guys were shooting  _blanks_ at me? Haha!  _Why?_  Was that on purpose, or did you just load the wrong rounds? Either way, that is  _so_  embarrassing." Still giggling, he rose off the wall and walked over to the sacks of cash, wondering what place they’d hit. There weren't a whole lot of banks nearby that he could think of. Peter stooped down and gathered a few of the bills off the pavement, but immediately discovered that there was a problem. He thumbed through the stack a second time then looked through all of the bags, just to make sure he wasn't crazy. He wasn't.  _This money,_  he realized, wide-eyed.  _It's...it's all fake!_

Peter's amusement with the situation switched to confusion. He let the counterfeit cash fall from his hands, glancing around the alleyway.  _What the hell is going on?_ he thought, his gaze jumping between the two restrained women.  _So they didn't steal any money? Or someone gave them fake stuff? Fake cash, blanks in their guns, cheesy burglar costumes, cops fleeing as soon as I show up—something about this whole crime scene feels off._ Peter blinked.  _It...it almost seems like it isn't an actual crime scene at all. It's almost like..._

It was staged.

Terror suddenly seized Peter's heart. Was this some kind of trap? Had someone set this up to try to catch him? Without thinking, Spider-Man whirled around and marched down the alleyway, back towards the road. He had to get away from here. He couldn't go home; someone might be spying on him. He'd—he'd zip around the city for a few hours. Yeah, that could work. He'd take a bunch of crazy turns and go through all of the most obscure backstreets of Queens to get whoever had planned this off his trail. Then, once he was sure he wasn't being followed, he'd slip back into his apartment through the window. Or maybe he should stay at Ned's place for the night, just to be sure. He knew he was probably overreacting, that this was likely just some silly prank or publicity stunt or the result of one seriously bad score by a pair of really stupid burglars. But even though his spidey sense wasn't alerting him of any danger, Spider-Man couldn't shake the feeling that somebody was  _watching—_

"Peter Benjamin Parker."

Peter froze. He was standing at the cusp of the alley, only a few feet from the sidewalk. His lungs turned to lead inside his chest. His blood ran like ice.

_Uh...w-well...my name's not exactly uncommon, right? Maybe if I just keep walking..._

He took a couple more steps forward, trying not to appear conspicuous. He heard the owner of the unfamiliar voice snort behind him.

"Peter Parker, aka the dude in the red and blue leotard standing at the end of this alley pretending not to hear me."

Spider-Man hunched his shoulders, heart sinking. He had no idea what to do. They knew who he was. How did they know? Was it one of the men who was hunting Cap and his crew? After seeing Spider-Man help Captain America escape, had they set up this whole charade to capture him? Or was it a government goon trying to force him to sign the Sokovia Accords, using the threat of exposing his secret identity as blackmail if he refused?

Sweat beading off his face, heart fluttering inside his chest, Peter did the only thing he could do: slowly, helplessly, he turned around.

A single, solitary man stood at the end of the alleyway, veiled in shadow. His hands were buried casually in his pockets, and his silhouette was tall and intimidating. Peter faced him from the opposite side, practically trembling. The tension between the two figures was spectacular.

"That's your name, huh?"

He just stood in silence. What did he expect him to say? When the young hero didn't respond, the man stepped forward, his movements calm and nonchalant. Peter stiffened.

"Fifteen years old, sophomore student at Midtown School of Science and Technology, currently living with your aunt," he listed as he approached. "And, if I'm not mistaken, still recovering from a devastating injury you sustained yesterday evening that required the aid of one of my best surgeons. I'm surprised you actually showed up here tonight."

Peter felt like he was in a nightmare. This man knew  _everything_  about him. As he drew closer and closer, Spider-Man resisted the urge to back away, his hands balling into fists at his sides. Panic seized him by the throat.  _Oh God. W-what do I do? I'm screwed. I am completely, utterly screwed._ He couldn't run. He couldn't hide. He could only wait, bones quaking.

When the figure finally entered the pale light, he was standing right in front of him, virtually towering over the terrified teenager. His face being visible didn't make him any less menacing, but Peter was stunned to discover that the man wasn't the villainous stranger he was expecting to see. It took him a second to overcome the shock and realize it, but...he recognized him. Staring down at the young hero, a small smirk pulled at his lips.

"Y'know, I've heard you can be unbearably talkative, but you haven't said a word to me yet. You seemed to have plenty to say to my agents before I showed up."

As the truth finally dawned on him—from the long leather trench coat, to the commanding air of his voice, to the sinisterly black eye-patch covering his left eye—Peter's jaw dropped.

"I...y-you're—"

He extended his hand to him. "Nick Fury, Director of S.H.I.E.L.D. What's left of it, anyway. I've been meaning to meet with you for some time now."

Peter gaped at the gloved palm held out to him like it was an alien. Okay, so maybe he  _was_  dreaming. But this was no nightmare. Nick Fury, leader of the most important security agency in the world and founding father of the original Avengers Initiative, was standing right in front of him. He was _speaking_  to him. He was trying to shake his hand. He was also starting to look very puzzled, and Peter realized he was stiff as a statue and gawking like a fangirl.

"O-oh," he finally stammered out, reaching forward and taking his hand a little too quickly. "I—uh—you're—h-hi."

The powerful man gave his hand a firm shake, then folded his fingers together behind his back, his face stern. "Sorry for all the theatrics. The fake bank robbers thing wasn't my idea, but I needed a way to speak with you alone."

"It was mine!" one of the phony burglars called from behind them cheerfully. Peter tore his eyes away from the legend standing in front of him for a second to glance over his shoulder. The woman speaking sliced through the glob of webbing pinning her legs to the ground then climbed to her feet, tearing the mask off her face with a grin. "And I'd say it worked quite well, don't you think?"

"Says the person who isn't buried in garbage," the other woman groaned, squirming beneath the trash and clingy web-net. The loose agent helped cut her free, then pulled her to her feet. She dusted herself off disgustedly. "Are we good here, Fury? I seriously need a shower."

"Yes. Thank you, Hill. You and Simmons are dismissed."

One grumbling and the other chattering happily, the pair of agents turned and strode deeper into the narrow alley, disappearing around the corner of a dark building. Spider-Man watched them leave, wondering who they were, hoping they wouldn't hold a grudge against him for this, but quickly turned his attention back to the icon of a man looming beside him. Now it was just the two of them occupying the small, clammy space, and Nick Fury sighed.

"I know it's not the best spot for a meeting, but I won't keep you here long. I don't intend to take up too much of your time." He crossed his arms and leaned against the wall, his single eye tracing over him diligently. "Do you mind if I ask you a couple questions, Spider-Man?"

In that moment, Peter's initial shock disintegrated. Accepting the fact that this was actually happening, he was instantly overcome with a mixture of unbelievable excitement and terror. Before he could stop himself, all of his pent-up disbelief and anxiety burst free.

"Uh, okay," he squeaked. "Y-yeah, sure. I just—whew. Holy shit. I am  _very_ confused right now. Is it—it's actually  _you?_ Like,  _you,_ you? H-how did you find me? How do you know who I am? Did Mr. Stark tell you? Who all knows? Did I do something wrong? Are you totally pissed at me or something? Is S.H.I.E.L.D. going to arrest me? Are you going to tell my aunt? Oh God,  _please_  don't tell my—"

"Calm down, Mr. Parker," Fury chuckled, laying a hand on his shoulder. The young hero's voice was shrill and shaky, and he was a little short of breath. It was clear he was incredibly overwhelmed. "Hill and I are the only ones who know. Simmons may have overheard, but I'll make certain she keeps her mouth shut. You have nothing to fear from us. We aren't trying to expose you or punish you or anything like that."

Though his words were relieving to hear, Peter was still struggling not to plummet into hysterics. "B-but how did you find out? Who told you? Have you been spying on me? Have I really been that stupid?"

The one-eyed man wrapped an arm around his back and led him farther into hidden pathway, not wanting any passersby to eavesdrop on their conversation. "No one else will be able to figure it out the way I did. Let's just leave it at that, alright?

Peter was not at all satisfied with his answer, but was far too intimidated to press the matter further. He stopped when they were both shrouded in darkness, the kid's bug-like eye lenses seeming to pierce through the inky gloom.

"Is this about Germany?" Spider-Man asked reluctantly. "Or yesterday with Cap's team? Or is it my powers? Or my age? Or is it my—?"

"It's a number of things," the Director explained, cutting off his rambling. "But first and foremost, I'd like to thank you."

Peter blinked. "Th-thank me? For what?"

"Well, you obviously have a lot going for yah. A person with your abilities has the potential do a lot of bad shit, but you haven't. I've seen the videos, heard the stories. Instead of abusing your power, you've tried to use it to help people and save lives. You have no idea how rare that is nowadays, or how much I appreciate it. If anyone else out there had gained the powers you have at your age, I have a feeling this would be a much different situation."

He stared at him, mouth slightly agape, realizing he was being serious, then scratched the back of his head. "Oh. Really? W-well, uh...thank you? I mean, really. Thank you, sir. I, um,  _wow._ I mean, I gotta be completely honest and say I haven't  _always_  used them for good. I once crawled to the top of Yankee Stadium and watched the Mets play without paying for a ticket, but...I try, y'know?" Nick Fury, Director of S.H.I.E.L.D. and physical embodiment of badassness, had plotted to meet up with Spider-Man just to tell him thank you for not being a dick with his powers? It almost made him want to laugh. It was gratitude Peter certainly didn't think he deserved, but he wasn't an idiot. He knew there had to be more to this rendezvous than that.

"Another thing," Fury continued, confirming his suspicions. "Tony Stark. He's a friend of mine. I care about him very much. He's been through a lot, as I'm sure you've picked up on. A large majority of the things he's tried to do to help the world have blown up in his face recently, and it's taken a real toll on him." He lowered his gaze to meet his. "But I think you've been a big help with that. He's been helping you maneuver through this whole superheroing business, yes?"

Peter nodded fervently. "Y-yeah. Tons. He upgraded my suit and tech to, like,  _maximum_ bad-assery level, and he's sorta been like a mentor to me." He giggled. "He _can_  be a bit patronizing sometimes."

"I'm glad he's found something besides machines to invest in for a change. I think you give him a lot of hope for the future, and have helped him realize that not everything he involves himself with betrays him or implodes."

Peter winced at Fury’s words. No wonder Mr. Stark was always so worried about him. He was living in constant fear that Spider-Man was going to crash and burn just like all of his other past mistakes. Which had almost been the case just last night.

"Well, maybe don't jinx it," he joked uneasily, rubbing at his arm. "And you shouldn't be thanking me for any of that. Stark’s the one who reached out to me in the first place."

"Nonetheless, I'm grateful to you. You don't know how much it can mean to someone to have a kid like you around who sees the best in them."

 _Or to have someone like Mr. Stark to look up to,_ he thought with a small smile. He was calmer now, more collected, but nervous energy continued to flow through his veins, making him talk at a jumpy pace. Nick Fury didn't mind. If anything, he welcomed the kid's juvenile excitement in contrast to the stale or sour disposition his presence was typically met with.

The seasoned Director interlaced his fingers in front of his body, exuding a stoic confidence. "Thirdly," he stated, raising his chin. "I want to thank you for what you did yesterday evening."

Peter wrinkled his brow and bit back a laugh. "Uh...you mean...getting shot?"

"To be honest? Yes."

"Oh, okay. You're welcome...?"

"I know it sounds strange, but you being injured forced the Avengers to put all the trivial crap they've been fighting over aside for one damn night in order to save your life. That's something I haven't been able to do since this entire mess with the Sokovia Accords stirred up. It may not seem like you did much right now, but I think what happened yesterday was the first step they needed to take in order to begin moving past all this and start getting back to what really matters: protecting this world's big, blue, dumb ass." He smirked. "So yeah—thanks for  _literally_  taking one for my team, kid."

Peter wasn't really sure what he meant—probably because he'd only been half-conscious through the whole affair with the Avengers and the boat and something involving one or more helicopters. For the most part, he remembered his predicament causing everyone to argue bitterly with one another and nearly break into a fight. He didn't see how that could help the Avengers stop hating each other, but he trusted Nick Fury knew what he was talking about. Shrugging, he chuckled skittishly.

"I mean, if you say so. If you really think that helps, I could take it to the next level and, like, chop my arm off or something. It could be like one of those twisted twelve step programs you see on TV."

"I don't think that's necessary," Fury snorted. "But I appreciate your enthusiasm on the matter. Which is why I'd like to ask a favor of you."

He straightened his spine, heart leaping inside his chest. "Really? I mean, absolutely. Anything, sir."

Peter was surprised to see the legendary hero's face soften and his features grow deeply solemn. He looked tired, weary, and sad. Fury mulled in silence for a moment before finally opening up.

"I can't help my team anymore. Not like I used to. This tension between themselves, the government, and darker, more personal forces has rendered me powerless to intervene. The U.N. won't let me near them, and I'm still swamped with piecing S.H.I.E.L.D. back together after the hit we took from Hydra." He dropped his gaze, swallowing painfully. "I need someone else to look after them. To unite them and keep them motivated when the whole world and worlds beyond are against them. They're vulnerable without someone around to kick some sense through their heads when things get tough, especially now. And when the Avengers are vulnerable, we are  _all_  vulnerable." He sighed. "But it's more than that. The people on this team—they're family to me. And I hate what they've become. They've forgotten that at their core, they're all humans who make mistakes and need to forgive and be forgiven from time to time. They've neglected the fact that the world would already be laid in a grave if they hadn't accomplished all of the amazing feats they have together. They need someone around to remind them of what remarkable people they are, both as a team and as individuals." Fury gripped Peter's shoulder. "Would you do what you can to be a positive presence among them, and to remind them not to take themselves or each other so damn seriously all the time?"

Spider-Man stood numbly before the one-eyed man. The gutter to their left dripped lazy droplets against the pavement, disrupting the cold silence. It was such a funny thing to ask, he realized. Nick Fury wanted him to be, what—the Avengers' mascot? Their personal, spider-themed cheerleader? It wasn't like he had anything against the idea, and he was pretty sure he'd dreamt something along those lines at one point or another, but it seemed so silly. And yet, he knew it was more profound than what he was imagining. The Director of S.H.I.E.L.D. was asking him to  _take care_ of the Avengers for him. How the  _hell_  did he expect Peter to do that? Was he really suggesting that Spider-Man try to fill the gap that Nick Fury was leaving vacant? Who did he think he was? He could barely take care of himself!

Licking his lips, Peter coughed nervously. "Uh...I don't—I mean, of course, sir. I'll—I'll do my very best. But...I don't really know what you're expecting me to do. I mean, they're the ones who've been helping _me,_  not the other way around. They're—they're the actual  _superheroes_ who have met the president and saved the world and fought aliens. They've been doing this for years now, whereas I only just gained my powers a few months ago. I'm still so new to all this; I'm  _nothing_  compared to them." He lifted his gaze to meet the one-eyed man's distraughtly. "How am I supposed to unite the Avengers or motivate them or do anything like that, when I can hardly do those things for myself?"

Nick Fury smiled sympathetically, knowing well how impossible his proposal must have sounded to the kid's humble ears, and patted the young hero on the shoulder. "I'm not asking you to do anything you haven't already done, Peter. I only ask that you keep doing it, and you be intentional about it. Understand?"

Spider-Man blinked, stupefied by his words. Was Nick Fury even hearing himself? Spider-Man hadn't done any of that! All Peter could remember doing to the Avengers thus far was pissing them off or stressing them out, or both at the same time. No, he didn't understand, and that fact was really frustrating. To have so much extra responsibility suddenly thrusted upon his shoulders—responsibility that he felt outlandishly unqualified to meet—was terrifying. He was still trying to process all that he had heard as Fury pulled at his gloves and adjusted his trench coat's collar. Then he took a step away from him.

"Thanks for the chat, young man. You should probably head home now and get some sleep. I'd hate to be the reason you start nodding off in class tomorrow. Midtown Science—that's no easy school to get into."

He swiveled around and began marching back down the alleyway, stride cool and dignified, hands folded behind his back. Wait—he was  _leaving?_  Just like that? He was nearly around the corner before Peter finally snapped out of it and managed to find his voice. Inhaling sharply, he ran after him.

"H-hey! Mr.—I mean, Director Fury, sir?"

Nick Fury stopped and turned to the kid as he jogged up to meet him. He raised an eyebrow. "Yes?"

Panting slightly, Spider-Man was about to vomit up all his fears about how the burden he had given him was too much for a kid like him to bear, but in that moment, a different thought came to his head that immediately drowned out all the others. He couldn't believe how ridiculous he was being, but he couldn't help it. He had to know. Catching his breath, he broke into a timid grin. "Uh, well...I was just wondering. Am I...I mean, does—does this make me...? Like, y'know...an  _Avenger?"_

The Director of S.H.I.E.L.D. gazed upon the youthful hero with amusement and a pained sort of veneration. His high exalt for the position despite all of the backlash he must've known by now came with it made Fury all the more certain that he was up to the task he had bestowed to him. He hinted a smile.

"That's no longer my call to make. I'm afraid you'll have to take it up directly with the team." With that, he turned back to the narrow path, his long coat billowing behind him as he marched deeper and deeper into the shadows. "But I wouldn't fret about it, kid. Avenger or not, this world needs a guy like you around."

His words seemed to echo off the damp walls and ring in Peter's ears long after he had disappeared from sight. When the legendary icon was finally gone, Spider-Man stood alone in the empty alleyway, breathing slowly, arms hanging loosely at his sides. The water dripping from the lip of the gutter had run dry. It felt as if he'd just spoken to a ghost, which had vanished just as quickly as it had appeared. The air was cold and still.

It was a lot to absorb. His scrambled mind could hardly sort through it all. It was such an odd yet simple request to fulfill—but Nick Fury had thought it important enough to seek him out and recruit him for. And as straightforward as it seemed on the surface, it clearly entailed so much more than he felt he was capable of handling, especially on top of everything else he had to deal with as a teenager, a high school student, a nephew, and a superhero.

He was honored, obviously. But he was also painfully unsure of himself. He immediately regretted asking if he was an Avenger. Did he really think he was prepared to tackle that endeavor, when he could barely stand to follow through on one tiny request?  _I'm...I'm not ready yet. Am I?_ he thought, but felt himself begin to chuckle in spite of it all.  _'Don't take yourself too damn seriously,' remember? Maybe you should try taking your own advice, Pete._

Spider-Man was a lot of things in that moment. Doubtful was definitely one of them. Everything that had been laid before his feet seemed to be buried beneath layers and layers of uncertainty that would take forever for him to unearth.

Well, wait. Maybe that wasn't entirely true. By that point, there was  _one_  thing he was absolutely certain of.

As he flipped back through his apartment window, peeled the costume from his body, and flopped back into his rickety bed, Peter knew: now more than ever, he was  _definitely_ not falling asleep anytime soon.

**Notes for the Chapter:**

> Ok I have to say thank you again for all you guys' super nice comments holy crap! You're all just so sweet!! I don't know if there's a way on this website to thank people personally because I really want to! I read every single one and they bring so much joy to my heart :) so thank you so much!
> 
> I hope Spidey gets to meet Nick Fury in the movies one day....
> 
> Ps. I'm on Tumblr (justmespidey)


	9. Russian Revenge

**Notes for the Chapter:**

> This chapter is freakin long as crap and like painfully cute just warning you :P

"I'm sorry, Mr. Parker, but I've made my policies clear: I don't accept late work, regardless of the circumstances."

Peter stared at his teacher blankly, holding the papers out to the man between taut fingers. "But...I had it done yesterday. I've been working on this for two weeks. Did you get my emails? I was jumped after school on Monday by a bunch of psychos; they kidnapped me and held me overnight, and by the time I escaped, school was already over. So it was impossible for me to—"

"I'm aware of the situation, Peter, but I'm afraid my rules still stand. I cannot make exceptions for any one student without it being unfair for the rest of the class, no matter how extenuating the circumstances. You can complete the make-up assignment I've posted on my website for partial credit, but that is all I can offer you. Have a good day."

He gazed up at him helplessly, ready to explode. It took all of Peter Parker's willpower to stomp out of that classroom without screaming.

* * *

Peter crumpled up the assignment in his hands and threw it into a trash bin he passed as he made his way through the sea of high school students, boiling with frustration and misery.  _Wow. I am just_ so _sorry that I was too busy having my insides be put back together after taking a bullet for Captain America to be bothered to drag myself to your stupid class to turn in your damn essay. Clearly I need to get my priorities in check._ He stomped down the hallway as it bustled with conversations, footsteps, and laughter. The onslaught of noise made his already fuming skull ache. Somebody bumped his shoulder as they rushed past him, nearly knocking him sideways.

_What kind of soul-sucking oath do high school teachers have to take in order to become so committed to being such slimy, cruel jerks? I bet it involves sacrificing a live chicken and drinking its blood or something._

Muttering curses under his breath, he marched up to his locker in the center of the row, cranking the dial furiously. He knew at that point he was lucky to even be alive and able to face unforgiving teachers throwing curveballs into his already suffering grades; the night before yesterday had nearly been the end of him, and his stomach still zinged with pain every now and then whether from a clumsy misstep or an inadvertently jerky movement. Thinking through it all still chilled him to his core. He knew he should be grateful that he'd survived his brush with death and was around to deal with the petty problems of trivial life.

But he was too pissed off in the moment to care about it.  _I mean, what an asshole thing to do!_ he seethed.  _"_ _I'm not accepting the paper you slaved over that counts for 25% of your grade in this class, so your GPA is basically screwed. Have a good day." As if he hasn't just completely ruined it for me, let alone my chances of maintaining a 4.0 for the semester!_ He wrenched his locker open bitterly.  _Ugh. There is literally nothing that could possibly happen that would ever make me consider this day to be a good—_

"Peter?"

The voice cut through the splurge of milling chatter and startled him from his livid thoughts, almost making him jump. Peter glanced over his shoulder. His heart fluttered in his chest the moment his eyes met hers. She offered a small smile.

"Hey."

He turned towards her. "L-Liz?" Peter stammered, moving a little too quickly and accidentally banging his arm against the locker. He winced and bit back a long list of curses, rubbing at his elbow sorely. An immediate blush rushed to his cheeks. "Uh, hey."

Liz Allen held a stack of books in her arms, her soft eyes leveled on his gaze, a hint of concern in her expression. She hooked a loose strand of hair behind her ear and pursed her lips together. "I just wanted to ask how you were doing."

 _How...I'm doing? Since when does Liz Allen care how I'm doing? Since when does Liz Allen speak to me? Did she lose a bet or something?_ He blinked bemusedly, stunned by how radiant her beauty was up close. Her dark brown hair fell in delicate waves around her face, her eyes seemed to shimmer with their own special vibrance, and he could smell the light fragrance of her flowery perfume. His face grew redder as he wondered if she knew how often he caught himself gazing at her from a distance. He broke into an awkward grin.

"Oh. Um...fine?" he replied, shrugging his shoulders. "Never better."

"You aren't hurt or traumatized or anything?"

Peter smiled confusedly. He hoped he didn't look as helplessly lovesick as he was feeling. "Uh, no? I mean, why would I be?"

"I heard you were kidnapped on Monday. Isn't that why you weren't at school yesterday?"

Peter internally kicked himself.  _Duh, you moron._ He was so busy swooning that all sense had left him. Of freakin' course she expected him to be physically and emotionally scarred: pathetic little Peter Parker had been taken _hostage_ —at least as far as she and everyone else knew. Considering Peter's less-than-truthful rep for being a skimpy, skittish wimp, Liz was probably shocked the experience hadn't rendered him bedridden and weeping for the next two weeks. It explained her concern, and why she'd bothered to actually initiate a conversation with him. He swallowed.

"Oh. Right. I, um—I mean,  _yeah,_  I was, but—it's fine. It was more embarrassing and inconvenient than anything else. I wish I could say that I fought my way from their evil clutches in a dramatic flurry of flying fisticuffs, but in all honestly they just kinda let me go. I guess I wasn't the droid they were looking for." He flinched.  _Aw, crap. Seriously, Peter? I must still have Star Wars on the brain from last night._

But to his surprise, her worried frown transformed into a hesitant smile, and she giggled. "Well, I'm glad you're okay. I would be terrified if something like that ever happened to me."

His heart throbbed, and he kneaded his fingers together behind his back. "Uh, w-well, it wasn't like I  _wasn't..."_

"Still, you came to school the day after it happened. That's pretty impressive."

He shrugged bashfully. By now, forming words into coherent sentences was about as easy as rocket science. Then Peter wrinkled his brow. "H-hey, um, if you don't mind me asking, how'd you hear about it? I didn't think it was on the news or anything."

She smiled almost shyly. "My mom. She was on the phone with your aunt this morning. I could hear them talking about it from the other room."

Peter’s stomach somersaulted inside him.  _Um...come again? My aunt knows Liz Allen's mom? And they talk? Together? On the phone? About_ me? _Why am I only just now hearing about this!? How long has this been a thing? What other embarrassing things have they discussed? And how much of it has Liz eavesdropped on?_ He could tell Liz had caught on to his panicky internal realization, and he plastered a casual grin on to his lips. "Oh. I mean, yeah. Of course. Aunt May. Nothing ever happens around here without her calling up the whole neighborhood and talking everyone to death."

Liz laughed, which made Peter nearly melt. She held his gaze for a moment, seeming to study him, then reached her hand back into her backpack. "Oh, hey, I'm supposed to pass these around—spread the word and all that." She pulled a colorful piece of paper from the front pocket and held it out. "The school dance is next Friday. You've probably already heard about it, but I spent twenty bucks at Walgreens making these, so humor me."

Blinking, Peter accepted the flyer without taking his eyes off of her. She tapped at the title scrawled at the top.

"The theme is 'Sky's the Limit'. I'm on the homecoming committee, so I've helped organize and plan the whole thing. It's going to be really fun." She smiled. "You should come."

He glanced down at the paper, then back up to her, stiff as a board. "O-okay," he finally managed to stutter out. "I'll, uh—I'll put it on my calendar."

"Great," she exclaimed, shifting her backpack higher up on her shoulder. After shooting a few looks left and right, her lips curled into a sly sort of smirk, and she leaned towards him. "And don't forget to bring a date."

Before Peter could form an articulate thought, Liz spun around and strolled back into the chaotic flow of students. She was swallowed by the stream in mere seconds. Peter watched her walk away with wide eyes, dazed with pining disbelief, his mind reeling. He stared back down at the flyer in his hand, glazing over the swirly letters and glittery accents.  _Have I totally lost it,_ he wondered, flustered to his core,  _or was she actually suggesting...what I_ think  _she was suggesting...?_

"Oh, and Peter!" he heard her call. He glanced back up with a start, spotting her on the opposite side of the hallway. Liz's hand fell to her side, and she smiled with sheepish sympathy. "Um, I just...wanted to let you know. If it's ever raining again, and you need to share an umbrella or something, just ask. I saw you walking home a couple weeks ago, and...yeah." A tiny blush bloomed in the apples of her cheeks, and she quickly took off in the the other direction, vanishing into the crowds. Peter was left standing alone by the row of lockers, knees feeling noodley, face tinted pink. The people mulling around him seemed to diminish into one rumbling, insignificant blur.

_Uh...whoa. So...that just happened._

After dwelling on the conversation for a few more moments, still grasping to soak it all in, he slowly turned back to his locker, dumping the mountain of books inside into his bag. He slung it over his shoulder then pushed the door closed, his fingers and toes feeling fuzzy with warmth. A break in the river of teenagers appeared, and he jumped into it as everyone headed towards the exit. The doors grew closer and closer, his peers grew louder and louder, but Peter was too busy being caught in a bubbly trance to notice. As he wandered into the outside world with the rest of the herd, he couldn't stop himself from smiling like an idiot.

_Okay, so maybe I was wrong. Maybe this day won't be so bad after all..._

* * *

As expected, Peter had hardly slept a wink last night. He had been too giddy and shaken by his bizarre encounter with the infamous Director of S.H.I.E.L.D., Nick Fury, and the startling request the legend had made of him. Fury wanted Spider-Man to bring positive energy to the Avengers in this time of hostility and uncertainty—sorta like the "comic relief" character in those sappy teenage drama shows that no one ever really paid attention to (he assumed). He was supposed to try to ease the icy tension between them however he could in hopes that they would all stop being assholes to each other and _somehow_  that would help gel them back together in the future. There was far more to it than that, but that was the general gist Peter had pulled from their conversation. It was a very vague and frankly amusing duty to have been given, but the fact that Director Fury himself had enlisted him for the responsibility was both terrifying and humbling. How the hell did he expect clueless Peter Parker to pull off something so simple yet profound for the superstars he looked up to: Earth's Mightiest Heroes?

Nonetheless, he was determined to convert his responsibility into action as soon as possible. He had spent the long, sleepless hours of the night before brainstorming how he should go about performing his duty. And now that his own spirits had been spontaneously lifted, he went to work racking his mind and sifting through the many ideas he had come up with, quickly narrowing in on one in particular.

Avengers Cheerleading 101: how does a certain spider-themed teenager go about making a group of pissy, stubborn superheroes not take themselves so seriously?

Well...what better way to blow off some steam than to pull a few harmless, old-fashioned pranks?

 _I'm allowed to do that, right?_  he suddenly wondered, releasing the web-strand carrying him high above the street and landing on a flag pole extended out from the side of a building.  _Friends, teammates, all sorts of people pull pranks on each other. Why should superheroes be left out of the fun? Yeah. I shouldn't be worried. I mean, it's not like I'm going to be eternally banned from ever becoming an Avenger for slipping a whoopee cushion under Vision's seat or putting curry in Rhodey's oatmeal, am I?_

Clearly he was embarking on foreign territory here. Peter eventually decided he'd best just screw his courage to the sticking place and go for it. Although he wasn't entirely sure that this was what Nick Fury had had in mind for him, he was certain it would at least help lighten the mood after the chaos of yesterday and the evening before. Besides, what's the worse that could happen?

To be safe, he would pull the first prank on Mr. Stark, as he knew him the best, and was probably the least likely out of everyone to hate his guts for it. Probably.

Peter stuck to the building neighboring Avengers Tower and zoomed in with his high-tech eye lenses, locating the genius billionaire on the 2nd floor from the top. He waited until Mr. Stark had vanished into one of the back rooms, then swung on to balcony and slipped inside his usual route, which he was surprised  _yet again_ to find unlocked. For someone so keen to protection and security, Tony seemed awfully forgetful.

Peter crept inside with tender tread, a smile hinted with nervousness and mischief curled along his lips.  _I'm in. Great. So now what do I do?_ He didn't want to pull anything  _too_  crazy, as he was still uncertain how lightheartedly his actions would be received, but it had to be bold enough to get a good laugh and make it clear he meant business. He tip-toed into the kitchen area, scavenging for inspiration. He wandered to the refrigerator and carefully popped it open. Inside was a wide array of fancy pastries, snacks, desserts—some things Peter didn't even recognize as edible. He scoured dubiously through the peculiar delicacies before discovering a familiar can on the top shelf. Peter thought for a moment, then retrieved it and turned it over in his hand, a long list of wicked possibilities instantly surfacing in his head.  _Oh_  hells _yes. This is perfect. Classic, but still respectable. Plus, freaking hilarious._

A stack of paper plates sat adjacent to the fridge on the counter, and he snatched one up with fiendish glee. Flicking the top of the bright red can off, Peter swirled a hefty mound of whipped cream on to the plate until it was overflowing with foam. Once he was satisfied with his sugary arsenal, he shut the refrigerator and snagged his phone from his backpack, then ran over to the door that Mr. Stark had disappeared behind. Voices soon met his ears—he'd be out here any second. Charged with a childishly evil energy, Peter skittered up the wall and positioned himself just above the arching doorway. In seconds, he forged his plan of attack: as soon as Mr. Stark came into view, he would strike. His soles clung to the chrome surface. He balanced the plateful of whipped cream in his hand, making sure he held it upright while the rest of him was upside-down. He waited.

Escalating footsteps clapped against the floor, followed by the sound of the handle being turned. The door opened with a creak. Peter waited, biting back laughter.  _Just a little bit farther, and..._ Mr. Stark took one step, then another, and by the third his foot broke into Peter's line of sight. Like a sprung trip-wire, Spider-Man went for it. He unfurled from the wall, wound his arm behind his head, and cried out triumphantly: "Smack cam!"

While filming the whole thing with the phone held in his left hand, Peter slammed the pie into his victim's face with his right, inciting a yelp of surprise from their lips. White froth went flying in every direction, and the person stood in front of him rigidly, blinded and astonished. In about one-tenth of a second, Peter’s eyes registered the dark jumpsuit, feminine features, and bright red hair of the individual he had just slapped in the face with a butt-load of whipped cream, and his mischievous elation disintegrated. Slowly, he pulled his palm back, his gut doing a three-sixty inside his body and horror rising into his throat. The paper plate fell from his hand.

"Oh—oh god," he stammered, dropping from the wall to the floor. He held his arms out helplessly. "Oh my god, I—Ms.—Ms.  _Romanoff,_  I—I didn't—I didn't think it was—oh my gosh."

After a few more moments of mulling in shock, eyes and mouth squeezed shut behind the thick layer of sugary cream, the master assassin carefully dragged her hands down her face, blinking bewilderedly once she had smeared away enough to see. Her stunned gaze fell upon the flustered red and blue figure standing in front of her, the obvious perpetrator of this unprecedented crime, which had clearly been intended for a different target. For a number of reasons, she was surprised to see him.

"So am I right to assume that you're feeling better since I saw you last?" she finally said, flicking the foam from her fingers. Peter Parker was crumbling with fearful embarrassment.

"Ms. Romanoff, I  _swear_ I didn't mean—y-you know I would  _never_  try to—I was just—I  _promise_ I wasn't trying to pull this on you. It was too late before I realized—if I'd had  _any_  idea, you know I w-wouldn't have—"

As he rambled, his jumpy gaze traced over the very alarming and abnormal scene before him. The legendary Natasha Romanoff, assassin and super-spy, was completely plastered with whipped cream, and obviously ruffled by the surprise attack. Her face was still splattered with the fluffy froth; big, swirly globs of it were dripping from her curly hair, and the more she tried to clean herself off, the more ridiculous her appearance became. Peter had never seen someone traditionally so cool and poised in such a comical position. To his horror, a dreadful sensation began to expand inside him. His eyes widened.  _Oh no. No, no, no. Peter Parker, don't you_ freaking _dare. F_ _or all that is good and holy, keep it together for once in your life!_

Yet he found that the harder he fought to suppress it, the more overwhelming it became. Frantically, he slapped a hand over his mouth and clenched his teeth together behind his lips, doing everything in his power to try to hold it in, but his efforts were fruitless. Before long, high-pitched giggles began to slip between his fingers, growing louder and faster and more out of control with every passing second. It wasn't until the master assassin lifted her puzzled gaze to meet his that he completely lost it, bursting into hysterical laughter that racked his whole body and made his sides hurt. Even as it carried on, he couldn't make himself stop.

Tongue-in-cheek, Natasha placed a hand on her hip. "Oh, you think this is funny?"

Peter shook his head but continued to giggle like crazy. "N-no, I— _hahaha_ —I don't! I'm not—n-not trying to— _hahahaha!"_

No matter what the kid did, his wild giggle-fit wouldn't end. And Natasha, caked head-to-toe with whipped cream, felt a smirk spread across her face. What an odd situation she had just walked into. Wasn't it just a day ago that she'd been rushing a mortally wounded Spider-Man to a doctor, unsure whether he would survive to see the following morning? Now here stood the same kid hardly forty-eight hours later, looking healthy as can be and laughing his ass off at her disheveled appearance. She was relieved to know that he was okay, as she harbored a secret soft spot for the naive hero, but was also stunned that he'd managed to recover so rapidly, and was well enough to be pulling childish pranks on his peers; not to mention catch her by surprise, which was no easy feat. Still, she did her best not to look fazed.

"Uh-huh. You can stop anytime now."

 _No I can't,_ Peter thought, clutching his stomach. It was only when he turned away from her that the terrible laugh-attack finally began to subside—enough for him to at least begin to catch his breath. He giggled sporadically into his hand for another minute or so before finding his voice, though it was shrill and punctuated by small fits of laughter. His cheeks burned red behind his mask.

"Oh god, I'm— _heheh_ — _so_ sorry. I couldn't—I can’t—oh man. L-let me just—heh—get you a towel."

He slippedd into the kitchen and snagged a roll of paper towels from the counter, still wheezing somewhat and horrendously embarrassed. He couldn't believe he had just _smack-cammed_  Natasha Romanoff, master assassin and Avenger. And then  _laughed._ No, not just laughed—totally lost his shit. Was  _s_ _till_  losing his shit. To her  _face._ He could scarcely imagine a more mortifying scenario. He quickly ran back to her aid, tearing off a bundle of sheets and holding them out to her, but as she accepted them and struggled to wipe herself off, Peter fell to pieces again.

"Buddy, you are  _asking_ for it," she threatened teasingly, sponging the whipped cream from her hair and clothes. "If you hadn't been shot two days ago, I'd kick your ass."

"I'm sorry," he apologized once more, giggling helplessly. "It's just—I've never seen you look so—uh— _heheh_ —s-so—"

 _Ridiculous._  He knew better than to finish that sentence. Natasha rolled her eyes as his laughter gradually settled, then gathered her sticky hair up into a bun on top of her head.

"I'm surprised to see you up and about, let alone dangling off the wall and pulling pranks on people. Shouldn't you be resting?"

Peter was pretty sure if he'd succeeded in slapping Tony Stark with the handful of whipped cream rather than Natasha, he would be asked a very similar question. He gave a small shrug, his face still warm. "Mr. Stark told me that the nice doctor you brought me to had some kind of cell-regeneration machine that she used to patch me up. However it works, it must be totally insane—I'm already almost back to a hundred percent."

Natasha recalled that Cho had used the same mechanism to revive Clint after he'd been hurt during a skirmish with underground Hydra operatives. They all owed the remarkable doctor immensely.

"I hope you understand how fortunate you are that she was so close by," she replied.

"Y-yeah. It was probably the luckiest part of my night, all things considered." He looked up at her curiously. "What are you doing here, by the way? I wasn't sure—after the whole thing with you helping Cap's team and all—if you and Mr. Stark would be, y'know... _not_...pissed at each other...?"

"That's why I was here. We were talking it over. We've sorted it out."

Peter blinked. "Oh. Okay. Uh, sweet."  _Well gee._ _If only the rest of you guys could get over your crap that easily..._

Natasha brushed her hand down her midsection, scattering whipped cream at her feet. Peter bit back a snort. "Anyway," she continued, "I'm glad to see you're okay. You had us all pretty worried back there for a bit."

He held his hands up sheepishly. "Well, I  _have_  been told I've got a habit of getting myself into bad situations."

"So I've gathered. And reminded you. Multiple times."

Spider-Man giggled. "But so far I've always managed to come out alright. This time, it was thanks to you."

She eyed him confusedly.

"I mean, y'know, for flying me in the helicopter." The kid made an elaborate flying motion with his hands. "Mr. Stark said you brought me to the doctors who saved my life. And I really appreciate you doing that. So, uh, yeah. Thank you. Very much. Ms. Romanoff." He tilted his head to the side. "Wait—that was  _you,_  right? My memory of the whole thing is pretty fuzzy."

A small smile pulled at her lips. "Yes, I flew the helicopter. But I'm not the one you should be thanking for saving your skin—Fury is."

At the name, Peter's eyes widened in surprise. "Director Fury? From S.H.I.E.L.D.?"

"Yeah. After you went into shock, I called him and told him the situation. He was the one who got Dr. Cho for you and organized the whole secret rendezvous thing."

Peter was surprised. Fury hadn't informed him of how involved he'd been in his near-death experience during their talk last night. All Peter knew was that Dr. Cho worked underneath him.

"Oh. Well, cool. I guess I'll have to thank him too, if I ever get the chance."

Natasha raised an eyebrow. "You don't sound as surprised or excited as I'd expect you to be."

Peter realized that if he had yet to meet with the legendary Director of S.H.I.E.L.D. and was told that the super spy had come to his personal aid, he would probably be completely flipping out right now. And Ms. Romanoff knew it; she was good enough at reading personalities to detect something was off in his not-so-ecstatic reaction. He tensed in alarm, grappling for a viable response. For some reason, he didn't feel like he should tell her or any of the other Avengers that Director Fury had reached out to him. They didn't seem to be on the best of terms at the moment, especially now that the team he had created was practically dissolved. Plus, how would he explain what Fury had requested of him?  _Oh yeah, Fury and I are way tight. He met up with me in an alleyway near my house and basically told me I need to yank out all the sticks that you and the rest of the Avengers have shoved up your asses. How am I doing so far?_

That'd sure be awkward.

"I...I guess I'm just really shocked," he finally stammered out, scratching the back of his head. "I can't believe he'd actually take the time to trouble himself with someone like me."

"I don't think you're giving yourself enough credit," she said earnestly. "You're a lot handier than you look."

His face brightened behind his mask. "Really?"

"I mean, you saved Captain America from being shot, right? Outside all this drama, he's my friend. I'd say that makes you worth keeping around."

Peter grinned shyly and interlaced his fingers behind his back. "Wow. Thanks, Ms. Romanoff. I—I honestly never thought you of all people would ever say something to me that was actually, genuinely  _nice—"_

"That doesn't mean you're not still a stupid, adolescent brat who get's his ass involved in shit that doesn't concern him and has no idea what you're doing or how likely you are to be dead before you hit puberty."

He clapped his hands together cheerfully. "Aaand, we're back. Thank God. I was seriously beginning to worry you were a robot pretending to be Agent Romanoff that was going to self-destruct in a few seconds or something."

Despite her attempts to stop it, Natasha's cold expression eventually softened, and she chuckled under her breath. After a small hesitation, she laid her hand on his shoulder. "Just... _try_ to be more careful from here on out, alright? Sooner or later, your luck's gonna run out, and you'll have to learn to survive without it."

He stared up at her in silence, touched by her concern. She turned away before he could reply, throwing a wave over her shoulder.

"Anyhoo, see yah around. Hopefully." Wiping the paper towel over her neck one last time, Natasha turned to leave, and Peter flushed with sudden uncertainty. He reached out and tapped her on the arm.

"H-hey, uh, Ms. Romanoff?"

Natasha glanced back at him, and he hunched his shoulders timidly. "You, um—you aren't mad at me for the whole 'accidentally-pieing-you-in-the-face' thing, are you? It was totally  _not_  on purpose, and you don't  _seem_  all that pissed about it, but I am _really_  bad at picking up signals, so I just wanna make sure you aren't planning to, like, kill me in my sleep or something, y'know?"

Immediately, a shrewd smile spread across her face, and Peter regretted saying anything at all. The assassin crossed her arms loosely against her chest. "Oh, don't worry, kid. Of course I'm not mad. Everyone makes mistakes. Water under the bridge."

He blinked up at her, uneasiness flickering in the back of his mind. He chuckled nervously. "Uh, are...you sure? Or are you kidding? That sounded kinda—kinda sarcastic."

"I promise I'm not mad. No joking whatsoever."

She gave his head a small pat, then marched across the room to a table near the elevator. She sat down on the couch and pulled a gun from her belt, slipping bullets from a small canister on her hip and loading them inside it with fluid movements. Spider-Man stayed rooted to his spot, watching her handle the weapon effortlessly, and his forehead began to sweat.

"Um...o-okay. If you say so."

"Of course, you do understand that you've just declared war, right?" Her gaze remained locked on the gun in her hands. Peter blinked.

"Huh?"

"You pranked me, so now I have to prank you back. It's your classic revenge scenario."

He was taken back to say the least. "Oh," he finally responded, then gave an anxious laugh. "But I didn't  _mean_  to prank you. It was meant for Mr. Stark."

"Is  _'_ _Mr. Stark'_  the one who's going to have to scrub whipped cream out of his hair and clothes?" she countered. She continued to load the gun with ammo, her fingers maneuvering with ominous consistency.

Singed with unease, Peter Parker swallowed. Normally, he'd be totally down for a good ol' fashioned prank war between a couple of pals. Director Fury would be thrilled with him for initiating this, right? Totally casual, positive-vibe type stuff.

However, having Natasha Romanoff as his adversary high-key scared the crap out of him. What kinds of pranks did a super-spy-assassin-Avenger pull? Especially on someone who had just slammed a pie in her face...

"Yeah. I'm gonna get you back."

Spider-Man's heart leapt with alarm. After wallowing in his terror a few moments longer, he inched towards her nervously. "B-but I—hold on. This was one hundred percent  _not_  my intention, okay? I'm sorry. I, uh, withdraw my declaration of war or whatever. Can't we settle this diplomatically? Or with  _bribery?_  I'll pay for your dry cleaning. Or I can buy you coffee. I—I can buy you  _three_  coffees. Come on! What kind of dispute can't be settled with three free coffees?"

"Too late," she said jubilantly. "I've already started conjuring my plan for revenge."

Natasha rose to her feet, and Peter gawked in disbelief. "What? H-hey! What are you saying? What are you going to do?"

As she brushed past him, she gave a passive shrug. "Haven't sorted out the details yet. I'll have to think it over a little longer before I'm completely satisfied." She spun the gun around her finger then cocked it as quick as lightning, a sharp "click" ringing out that made Peter flinch. "But I guarantee it'll be good. After all, I'm Russian. And Russians take vengeance very seriously. As a standard rule of thumb, Russian revenge is always sweet, perfectly orchestrated, and never without a stinging hint of irony." She grinned at him smugly, noting how rigid the kid had become. "So I suggest you keep on your toes, Spider-Boy. You never know when I might strike."

Sliding the weapon back into her belt, Natasha Romanoff strolled down the stairwell and out of sight without another word. Peter was left alone in the quiet tower, stiff as a board, throat dry.

_Oh. Cool. So, yeah. I'm dead._

Not a minute later, the door behind him was opened and a man entered the room, stopping in his tracks upon discovering the familiar teenager standing in the building. He frowned.

"Peter? What are you doing here?" Tony Stark's voice switched from surprised to aggravated. "And why are you—did you  _swing_ over here?" He shut the door with a scoff. "Dammit, kid, do you not understand what  _take it easy_ means? You need rest. And what the hell is this crap all over the floor—?"

"I pied Agent Romanoff in the face."

Tony froze behind him, furrowing his brow. "Wait, what?"

Peter turned to face the Avenger, peeling off his mask, voice frail. "I was...trying to prank you. Y'know,  _smack cam_ , that sort of thing. I thought it'd be funny. So I put a bunch of whipped cream on a plate and waited for you outside that door. But Agent Romanoff came out first, and I accidentally hit her instead." He stared up at him hollowly. "And now she's going to kill me."

After studying the floor and the haunted look on Peter's face a few seconds longer, Tony gaped, then scoffed, then burst out laughing. "Wait—you really?— _haha!_ Hold on! Are you  _serious?_ You actually, literally pied  _Natasha Romanoff_ in the face? That's what all this is from?"

"Yes..."

He cackled hysterically. "Holy shit, kid! I can't believe I missed this. What were you  _thinking?"_

"I was trying to prank  _you!"_  he insisted. "But then she walked out, and I was moving too fast to stop, and then it was too late. And as if that wasn't bad enough, I started laughing!"

“We're having a separate conversation about you trying to prank me later, 'cause what the hell?” he snorted. “But right now, this is  _far_  more important. I mean, what did she say? What did  _you_  say? How did she react?  _Tell me_ you caught all of this on tape.”

Peter's face paled. "Oh gosh. I need to delete that  _right now."_  He snagged his phone off the floor, fumbling with it frantically, but Tony grabbed his wrist, making him jump.

"Okay, whoa. Relax a sec. Why are you acting so weird? Why don't you think this is funny?"

"Because she's going to kill me!" he exclaimed. "She said she was going to  _take vengeance_ on me and get me back!"

Tony realized the kid's terror was genuine, which only made him laugh harder. "Oh my god, Peter. Are you kidding me? You're such a baby. Nat's just messing with you: that's her whole thing. She barely ever means anything she says. Calm your ass down."

"She was most definitely  _not_ kidding."

He shook his head, chuckling. "She's not going to kill you, kid. I promise. She likes you. I was just talking with her about it."

"Not anymore," he moaned, dropping his face into his hands. "Oh god, I am  _so_ screwed..."

Amused by Spider-Man's childish paranoia, Stark patted his shoulder. "Look, kid, you pranked her, okay? The worst thing she'll do is prank you back. You know Nat: she's intense and intimidating, but she isn't crazy. Contrary to popular belief, she has a sense of humor, and she knows this was an accident. You've got nothing to worry about."

Peter slowly lifted his gaze to Mr. Stark's, peering between his fingers. "What does she normally do when she gets pranked? How does she usually 'get revenge' or whatever?"

He wrinkled his brow, then scratched the back of his head. "Uh, well, heh,  _that_  I don't know. I'm not entirely sure if anyone's ever actually pranked Nat before. Frankly, I don't think any of us have ever had the balls to—until you."

"Oh, great," Spider-Man groaned.

"But she'll probably just take what you did and tweak it a little—you know, whipped cream in your face or your web-shooters or whatever. Casual, fun-loving stuff." In all honestly, Tony Stark was terrified at the thought of being pranked by Natasha. He was trying to reassure the kid in hopes that Nat would go easy on him, considering his young age and evident terror, but he had no idea what kind of crazy stunts she might pull. He offered him a dubious grin.

"Yeah,  _right,"_ the kid muttered. "For all we know, she could be plotting to boil me in oil or dump a box of spiders on my head."

"Would you not like that?"

Peter shuddered. "No, I would  _not_  like that! Just 'cause I'm spider-themed doesn't mean I want a bunch of them crawling all over me! That's like saying Iron Man should like being—I dunno—dipped in a vat of molten iron or something!"

"Fair point," Tony concurred. Then he shrugged. "Well, there's nothing you can really do but wait and see. And I'd imagine you have far more important things to stress out over than this, so really— _relax._ Whatever she's planning, if she is at all, isn't worth worrying about. What you do need to be worrying about is letting yourself  _heal,_ Peter. You should definitely not be swinging around the city or hanging upside-down or any of that crap for at least another couple weeks. You need to focus all your energy on resting."

Prickling with anxiety, Spider-Man crossed his arms against his chest and scowled. "That advice is way easier to give than to take and actually do."

"Doesn’t matter. You need to take it easy. You're not as durable as you think."

"Your  _face's_ not as durable as you think..." he murmured under his breath.

Stark twitched. "What was that?"

"What? Nothing," he said innocently, folding his hands behind his back. Tony rolled his eyes.

"Yeah, okay. Clean up this mess, would you?"

Spider-Man stuck his tongue out at Mr. Stark when his back was to him but begrudgingly scooped up the paper towels and went to work scrubbing the small mountains of whipped cream off the floor. Once finished, he tossed the bundles in the trash, and watched Tony sink into the couch near the wide window overlooking the city. He wrung his mask in his hands, then followed Mr. Stark across the room. He cleared his throat.

"Hey, uh, speaking of messes, are you—I dunno—working on cleaning up yours?"

He looked up from his phone. "What? What mess?"

Peter shrugged. "Y'know, the whole thing with you and Cap hating each other that you  _promised_  you'd sort out?" He knew he was stepping on a land mine here, but he was not about to let the issue at hand taper off just because he was no longer making his demands while bleeding to death. Tony sighed.

"You're not going to let me hear the end of this, are you?"

"Not until you've settled it," he countered, his voice ringed with impatience. Stark smiled somberly.

"I know. I'm working on it. But this stuff takes time, okay? I don't even know where Cap and his crew are or what they're up to or how to even contact them. And even if I did, all of this isn't going to just blow over overnight. Whatever compromise we might reach with one another, we're never going to be the same team that we used to be."

"Well...you shouldn't be," Peter concluded, brightening. "You should be something better than you were. And you will be! I'm sure of it."

Stark snorted under his breath. "You're unbearably optimistic. You're starting to sound like Fury when he goes full 'pep-talk' mode."

Peter beamed. "R-really? I am?" His eyes sparkled with so much excitement that Tony couldn't help but laugh.

"I didn't exactly mean it as a compliment," he chuckled. "But take it as you will, kid." He glanced down at his phone and tapped at the screen, narrowing his eyes. "Anyway, why don't you head home?—in a non-spidery way, that is. I'm sure you have better things to do than hang around here bugging us old folks all day. Homework, video games, that crap. Teenager stuff." He snapped his fingers. "Or, hey, how about wearing down that girl you've clearly got a hardcore crush on? What was her name again? Lucy or Laney, something with an L—?"

The kid's radiating grin immediately switched to a look of startled bashfulness. "Huh? W-wait, you mean—?" His cheeks bristled with color, and he dropped his gaze to the floor, smiling shyly. "Oh, great. Not this again. I never saidI liked her, Mr. Stark..."

"Yeah, you didn't have to," he chuckled. "You ought to wear a mask all the time; your face makes you way too easy to read."

Peter blinked.  _It does?_ he thought, wondering if everyone he knew thought the same thing. Alarm suddenly rose into his heart.  _Wait. Does that mean...Liz could tell how totally flustered I was today? Was it super obvious how nervous I was? Does_   _she know I have a crush on her too? Hell, does_ everyone  _know? Oh my god._ The more he dwelled on it, the greater his anxiety grew. By now, Liz must’ve thought he was a freak, a loser, a weirdo—or a freaky loser weirdo. He'd probably made a complete idiot out of himself in front of her today without even realizing it. Peter was well aware of his severe inability to catch other people's emotional and social cues, especially when interacting with girls he had feelings for, but he had no idea that he himself was an open book! While he'd been wearing every embarrassing emotion on his sleeve for her to see, Peter hadn't had a clue what was going on in Liz's mind. It made him want to curl up in a little ball and die forever. She could hate him, or like him, or not care for him at all for all he knew. She had seemed so sincerely kind and and concerned for him, and had even for a moment made him think that she kinda, sorta, maybe...wanted to...potentially...go to the dance with him. Or something. Possibly. But  _crap,_ how was he supposed to know for sure? Wasn't she already dating someone else? This was all too confusing for his poor spider brain!

 _I could seriously use some professional advice on the matter,_ he thought dismally, watching Stark scroll through a long string of files on his phone. Understanding girls was clearly not his foray, and he doubted that was going to change anytime soon. Then, almost instantly, it hit him:  _H_ _ello?_  Who the hell did he have sitting right in front of him but the world-renowned, self-proclaimed, one-and-only king of lady killers himself: Tony Stark? It wasn't exactly a title Peter admired or desired for himself, but the billionaire playboy clearly had more experience with reading women's minds than he did, and could probably look into his situation with far more insight than Peter ever could. Plus, Mr. Stark had already offered his relationship advise to him once before; Peter was certain he could help him out on the matter.

Of course,  _asking_ was the hard part, especially since he'd turned him down so readily the first time. But the longer he thought on it, the greater his interest became. Gnawing curiosity mixed with dizzying confusion eventually got the best of him, and Peter bit at the inside of his cheek.

"Uh, Mr. Stark?" he ventured, walking to stand behind the couch. He leaned against the backrest with his arms folded on top of the pillow.

"Hm?" Tony said in response, not taking his eyes from his phone. After a long and painful hesitation, Peter rubbed at the back of his neck.

"So, um, remember when you told me you were good at, like...understanding girls or whatever? And you said you could...uh...y'know...offer me some pointers on the subject?"

The middle-aged Avenger slowly raised his gaze to the kid. A tiny smirk crept across his face. "Yeah...?"

Peter shrugged, rocking back and forth on his heels. "Well, um...that girl you keep bringing up? She kinda, y'know, talked to me today. And...uh..." He groaned shyly, hanging his head. "I don’t even know what I'm trying to ask, heh."

As cute as the kid's bashful inquiry was, Stark couldn't help but foster an immediate pity for him. Peter really didn't have anyone around he could ask these kinds of things to—Wikihow and a sweet aunt's loving advice could only go so far. Noting the pink tint in his cheeks, it was clearly taking a lot for the kid to swallow his pride and open up about it, and he didn't want to scare him off again. Stark placed his phone face-down on the couch and leaned his chin on his hand, smiling lightly. "Well, er, what did she say to you?"

Peter ran his thumb along his lip. "Well...she wanted to know if I was okay after missing school yesterday, which was weird in itself 'cause she's never made it seem like she, y'know, cared about me at all or whatever. But then she brought up the school dance..."

"Your school's having a dance?" Tony said, recognizing where this was going. "I see. I remember those. Cheesy, overrated, but worth the memories."

He nodded nervously. "Y-yeah, right. But she’s, y’know, on the homecoming planning committee, so I figured she was just telling me because it's her job to advertise it and all that. But then she sorta hinted at—she kinda made it  _seem_ like—I'm n-not very good at picking up on this stuff, but—it almost felt like she was trying to maybe sorta  _suggest_ that I should—"

"Holy shit, kid," Mr. Stark laughed, shaking his head. "Just spit it out. What did she say?"

He swirled his finger through the silky couch cushions, blushing deeply. "It was...something along the lines of...'Don't forget to bring a date'. And I sorta read that as her...maybe wanting  _me_ to ask _her_." He retreated quickly. "B-but I know I'm probably completely wrong. It was probably nothing. Just a friendly reminder to not show up to the dance by myself like a loser. 'Cause that's totally something I'd do." Peter clenched his jaw, realizing he was rambling again, then shrugged, staring at the floor. "I—I guess it wasn't so much  _what_  she said, but sorta  _how_  she said it. But...again...I don't know. I suck at this crap."

Tony grinned amusedly. "It's alright. Some girls actually find that attractive. The whole oblivious, geeky vibe thing."

"But do you think that's what she was getting at?" he asked in a choppy voice. "Or am I just—just being a total idiot right now?"

Stark sighed and patted his arm. "I dunno, kid. If you like her, and you think she might be interested, then I say go for it. The worst that could happen is she says no."

"No," Peter muttered. "The worst that could happen is she laughs in my face and tells everyone how much of a moron I am for thinking that she'd actually want to go with me, and then I become the laughing stock of the entire school, and everybody makes fun of me until I'm driven into depression where all life is meaningless and May has to feed me Cheerios under my door so I don't starve as I sit in the corner for the rest of my pathetic existence craving the sweet escape of death."

Stark whistled. "Wow. You've really thought this through, huh?"

He hung his head. "Please, just—tell me what you'd do, if you were me?"

An earnestness wove into his tone. "Honestly? I'm not sure. I think you may be overestimating my qualifications a bit. All I can tell you from experience is if you don't do anything, you're probably going to regret it. Fortune tends to favor the bold." He poked him in the ribs. "And you're not an idiot. Just follow your gut. Whatever the outcome, at least you won't have a long list of 'what ifs' nagging at your brain."

Peter flinched and rubbed at his side, giggling skittishly. "Have you ever been turned down before, Mr. Stark?"

"Nope. Not once. Perfect record with every woman I've approached."

Spider-Man blinked. "Really?"

"Hell no. Of course not. How do you think I ended up the single bachelor I am right now?" His voice wavered at the end of the sentence, as if the words pained him somewhat. But he quickly sobered up and pasted on a smile. "Point is, when it comes to women, no guy out there actually knows what they're doing. We're all in the same boat. So just—be genuine. You're young. Put yourself out there. Make mistakes. Have fun. Build some character. Alright?"

Although the advice wasn't very concrete, it was at least reassuring to hear that everyone struggled with things like this—even the legendary Tony Stark. The rosy glow lingering in the teenager's face still persisted, nonetheless, and he crossed his arms against his chest with a timid smile.

"Alright. I'll try."

"And quit worrying so much, dammit. Being rejected is not the end of the world. And I should know—I've had to save the world from ending multiple times. Much more daunting than being dateless."

Peter chuckled. "I know. Sorry." He smoothed out his Spider-Man mask and pulled it over his head, speaking through his jumbled thoughts. "I...I think I'm going to do it. I think I might try to ask her. Maybe. If I see her again. And if this post-pep-talk hype hasn't worn off yet."

Tony stood and slapped him proudly on the back. "Atta boy. Let me know how it goes." He brightened suddenly and tapped his shoulder. "And oh, hey, I just remembered—swing by tomorrow after school. I've got a little surprise for you."

The young hero glanced up at him. "Really? What for? What is it?"

He nudged him towards the door. "Nothing. It's a surprise. Go away now."

"What? You can't just say that and then tell me to leave! Can't you at least give me a hint?"

"Nope. And if you don't beat it, I'm not going to finish it, and then you won't get anything. How does that sound?"

Getting the message, Spider-Man sighed and walked towards the balcony, but hesitated with his hand against the glass. He spun back around, mouth open, knowing what he had to say, then swallowed, feeling a little silly.

"By the way, uh...thank you. For the—the 'wise words' and all. I know it's kinda awkward and stuff, but I wasn't really sure who else to—"

Tony waved his hand passively, cutting him off. "It's cool. Anytime, thwippy. Now go out there armed with vigor and confidence and win over—uh—Laura, Lucille—?"

"Liz," he corrected him shyly. Mr. Stark smirked.

"Right. Liz. Now shoo-shoo."

He watched Spider-Man leap from the tower and swing through the air, moving with superhuman agility and precision. Peter released a whoop of joy as he flew, and Tony grinned, glad to have helped lift the kid's spirits. He hoped things with the girl would go well for him.

Then his smile dropped, and he ran on to the balcony. "Hey, wait! Peter! I told you no web-swinging! You're going to hurt yourself! Get your stupid ass back on the ground right now!"

Stifling a laugh, Peter whipped behind a neighboring building, pretending not to hear him.

* * *

"So, uh...what do you say?"

Liz Allen studied him curiously with her dark, beautiful eyes. People passed by them on both sides like chattering schools of fish as they stood facing each other in the center of the hallway. After an agonizing moment of silence, a small smile lifted at the corners of her lips.

"Um...sure, Peter. Of course you can help us put up the decorations. We need all the help we can get."

Heart sinking in his chest, Peter forced a grin on to his face. "R-really? Great. It just sounds like a really big project to tackle, so I figured I could lend a hand. And it's not like I've got anything better to do."

"You do realize this makes you part of the homecoming committee, right? Are you sure you're up to the task?"

"Y-yeah, I think so. I've actually got a lot of experience with reaching high places. If, y'know, that's necessary. Chandeliers and streamers and stuff."

She giggled. "Alright, you're on the team. Thanks so much for your help."

"No problem," he replied hollowly, struggling to hide his misery and embarrassment. Liz narrowed her eyes and tilted her head to the side, hugging her books to her chest.

"Peter...was that, um...really all you wanted to ask me?"

He rubbed his sweaty palms on his jeans, nodding sharply. "Uh-huh. Yep. That's it."

She paused a second longer, tracing her gaze across his face, then broke into a smile. "Okay. Set-up starts after school on Wednesday. See you then?"

He grinned pitifully. "Yeah. See yah."

Liz strode away, her striking beauty and flowery smell vanishing into the crowd. Peter stood alone in the crowded hall, wanting to punch himself in the face. He left the school in a cloud of shame.

* * *

_Peter Benjamin Parker: you are the dumbest, sissiest, most unbearable coward on the planet._

He couldn't do it. Right as the words were about to escape his lips, he'd completely frozen up. His one chance to go to the dance with the most amazing girl at Midtown, and he'd completely blown it. Now, instead of going to homecoming with Liz, he was going to help set it up, then most definitely not attend. How ironic. Why did he have to be like this?

Sticking to the wall and kicking open the door, Spider-Man entered Avengers Tower with a cloud over his head. The only thing he had to look forward to now was the surprise Mr. Stark had promised him the day before, although he seriously doubted it would make him feel any better. He didn't think he deserved any sort of reward after such a tremendous failure. If he told Mr. Stark how he'd completely chickened out even with all the heartfelt dating advice he'd offered him, he probably wouldn't give him the surprise, and understandably so. Here he was, recruited by Director Fury to spread positivity and optimism everywhere he went, yet he couldn't even cheer himself up after such a biting washout. Maybe Avengers-cheerleading wasn't his calling after all. As he dropped on to the tile floor, he considered just turning back around and heading home. He figured he'd had enough disappointment for one day.

"Hello?" he called half-heartedly, not moving from his spot. No answer came, and he sighed, hiking his backpack higher up on his shoulder, when something caught his eye. Across the room, between the bar and the living space, a table stood with a sheet laid over it. It stuck out like a sore thumb among the luxurious decor, bringing a frown to Peter's face. Stirred with interest, he dumped his backpack on to the floor and crept towards it.

As he slowed to a stop in front of the table, his curiosity peaked. It looked like one of the lab tables from Mr. Stark's work cave two stories down, and the lumps in the cloth draped over it suggested there was something hidden underneath. After a moment's hesitation, he took the sheet in his hands and carefully pulled it off, his eyes widening when they fell upon the unveiled surprise.

It was a new Spider-Man suit. It was pretty much the same as the old one Mr. Stark had given him, with the popping red and blue color scheme and the intricate web details, except for one very noteworthy addition. Stretching between both arms and legs, gilded with a glossy glaze, were the pair of web-wings Mr. Stark had shown him in the 3D designs of the new costume a little less than a week ago. They looked like they were made with some kind of gel or rubbery material, and he couldn't repress the zing of excitement that jumped into his heart at the sight. Letting the sheet fall to his feet, Peter spread his hands over the new suit, running his fingers along the translucent wings, a smile pulling at his lips. His thumb bumped a tiny card sitting on top of the spider insignia, and he picked it up, unfolding the paper in his hands. It was a note written in crisp, tiny lettering, which read:

 _Not even going to try to tell you not to give her a whirl. Just please don't kill yourself._ — _TS_

Chuckling to himself, he crumpled up the paper and tossed it over his shoulder, then shot a few quick glances around the room. Peter couldn't keep the silly grin off his face as he practically leapt from his old suit and slipped into the new one in less than a minute. Once fully inside, he clicked the spider emblem on his chest to shrink it down to his frame, flexing his fingers and toes beneath the snugly material. It felt good— _awesome,_ in fact. It did seem strangely tight around his upper back and ribcage, but he was too focused on the costume's sick new web-wings to be bothered by it. He held his arms out at his sides, watching the wings unfurl and feeling the fabric stretch taut.  _Okay, this is awesome,_ he admitted, running to stand by the glass wall and marveling at his reflection. He gave a twirl, admiring how amazing the new suit looked from every angle, striking a few poses.  _Can I really fly with these things? Oh man, where should I test them first? The Brooklyn Bridge, the Chrysler building, or maybe right off Avengers Tower? Well, maybe I should try somewhere low first, just so I can get a hang of them, then slowly work my way up. Wow! Wait until New York gets a load of their friendly neighborhood Spider-Man soaring above their heads like a crazy flying_ —

"Hey Spidey."

Mid-pose, Peter froze in place, stiff as stone. All his excitement vanished, and an immediate terror burrowed into his heart. He spun towards the voice, muscles rigid. The owner was standing behind the bar, holding a glass. She gave him a shrewd smile.

"Cool costume," Black Widow said. She was dressed in casual attire, taking small sips of red wine, her tiny smirk and cold eyes oozing a hidden venomousness. It took Peter about two seconds to conclude the reason why she was there, and his skin burned.

"Oh. Um, h-hi. Again. Uh...thank you?"

"Did Tony make that for you?" she asked. Peter was grateful the new costume hadn't included a mask and that he hadn't taken his off while changing. He wasn't sure if Natasha had been present while he was switching suits, but at least he was certain that she hadn't seen his face. Presently, however, that was the last thing he was concerned about.

"Uh...yeah. I guess he wanted to add some new upgrades. You know Mr. Stark: never satisfied, always thinking one step ahead of the curve." It was taking almost everything in him to keep his calm facade afloat and not just give up and start begging her to tell him what the hell she was planning to do. Judging by the sly smile curled along her lips, he had a terrible feeling Ms. Romanoff's "Russian revenge" was coming any second now, but he had no idea what it might entail—although he could assume it was nothing good. He couldn't believe he had just waltzed right into the tower without considering the potential consequences! He hadn't forgotten his unfortunate pie-in-the-face prank fiasco with the deadly assassin, and he knew that Natasha's payback was going to rain down on him one way or another. But he'd never anticipated it would come this soon!

She leaned against the island. "Yeah. They look cool. A bit flashy maybe, but that's sorta your whole shtick, huh?"

Peter could feel his nerves fraying. Maybe he was wrong. Maybe she wasn't going to prank him just yet. Maybe she was just toying with him because she knew how much the threat of her predestined vengeance scared him. Or maybe he was wrong about being wrong. She hadn't even brought up the prank yet. Maybe he was just psyching himself out. The uncertainty was driving him up the wall. He suspected that was her intention. "Uh-huh...I guess..."

She took a slow sip from her glass, seeming to forget he was there for a minute, and Peter swallowed. Maybe if he made a run for it, he could avoid whatever cruelty she had planned for him. He knew he'd just be delaying the inevitable, but he didn't care. Today had already been bad enough as is, and he didn't think he could handle any more grief.

Then he stopped himself.  _Holy shit, Peter. Calm your ass down._ This was  _Natasha Romanoff_  he was talking about—hero, Avenger, and friend to all the rest of the people he idolized. Whatever horrors he was drumming up in his head were obviously  _way_ worse than what she was actually going to do. It was just like Mr. Stark had said—Agent Romanoff was scary, but she wasn't crazy. She wasn't  _really_  going to kill him. It was just a prank, for crap's sake—a harmless little joke. She would never do anything to actually hurt him—besides rough him up a bit for the sake of training, of course. In her own way, she seemed to care about him. This was all just a playful rivalry between fellow heroes. He was sure as soon as it was done, all his anxieties would dissolve. He'd find he had been acting ridiculously paranoid, they'd both share a good laugh, and all would be right with the world.

Plus, his spidey sense wasn't detecting anything. Therefore, he was worrying over nothing, as there was nothing to fear. He wasn't in any danger.  _Right...?_

When the cup was empty, Natasha placed it on the granite counter and ran the back of her hand across her lips, her movements pointedly lethargic. "Well, I'm glad to hear it. And I hope you don't mind—I was so inspired by Tony's upgrades, I decided to add on a couple of my own."

Snapped back from his thoughts, Peter blinked. "Wait...to  _your_  costume?"

"No. To yours."

His gaze wandered down to his suit. A hint of the uneasiness that he'd just managed to expel returned to him. "Oh. Seriously? Uh...thanks, I guess. But—wait—what did you—?"

"My upgrades include some of the most high-quality tech on the market. The majority are comprised of technology not even the great Tony Stark has at his disposal. All of it is pretty impressive, but there's one piece of equipment in particular that I think you'll find most intriguing." From her back pocket, Natasha retrieved a small metal box and held it up for him to see. It looked like some kind of remote. "As a super spy and agent of S.H.I.E.L.D., I am granted with a wide variety of tech that enables me to extract information I need from unwilling parties. The latest instrument I've been given was invented by the greatest pair of scientists S.H.I.E.L.D. possesses." She smiled. "And is currently attached to your midsection."

Peter started. "Wait, what? W-what do you—?" His eyes fell to his stomach, and he ran his hands over his torso frantically. There was nothing stuck on the outside of the costume that he could see, which only heightened his fear. It was then he remembered the tightness he'd felt around his ribcage when he'd first put on the new suit, and he anxiously rubbed at his midriff. There was something hard underneath the thin red material, about the width of iPhone, coiled all the way around his body and clinging to his skin.  _Oh my gosh. What the hell_ _?_  He tried to pull it off, but the mechanism seemed to be suctioned to his flesh like a leech. It wouldn't even break, no matter how hard he pressed or squeezed. In a panic, he hit the spider on his chest to make the entire costume come off, but nothing happened. He looked up at Natasha bewilderedly, and she smirked.

"Another upgrade. Suit stays put unless I say otherwise. Neat, huh?"

Spider-Man shook his head. "W-what the hell? Why did you—how did you—? What is this thing? What does it do?"

"Oh, I'm  _so_  glad you asked," the master assassin exclaimed. "In layman's terms, it's an amazing little device that taps into one's sensory nerves via the wearer's spine and allows the interrogator—namely  _me_ —to make them feel as though they are experiencing almost any form of physical torture of my choosing. I won't bore you with the details, but it mostly involves transmitting synthetic chemical signals through the individual's posterior grey column to their brain, which, based on the setting, activates the hypothalamus and stimulates artificial sensations. In short, it makes them feel things that aren't really happening. This way, I can break a person down and make them tell me what I need to know without actually having to harm them, but still do so with all the perks of getting to hear their screams of agony. How great is that?"

Under his mask, Peter was pretty sure his face was turning green. Holy shit. Was he hearing this right? Natasha Romanoff had literally stuck a super-spy-qualified, high-tech  _torture_  device to him? One made by S.H.I.E.L.D. agents to dismantle the wills of their most dastardly enemies? Was this seriously her idea of what a  _prank_  was supposed to be?

Wow. He had been doubly wrong. This was much,  _much_ worse than anything he could have ever imagined.

"Ms. Romanoff, I—I'm sorry I pied you in the face," Spider-Man stammered out. "I know you're just trying to get me back for it, which is fine. Totally got you. I deserve it. But I'm n-not so sure something this extreme is exactly  _appropriate—"_

"And you know what's the coolest thing about it?" she continued cheerfully. "There are  _so_  many options to choose from. Let's see." She flicked her thumb across the small screen at the top of the remote. "'Burned to death', 'skinned alive', 'stung by a thousand bees'..." She pointed excitedly. "Ooh, 'eaten by piranhas'. That sounds like a fun one."

Peter was rigid with fear. He was practically trembling.  _Oh my god. Is she joking?_  The master assassin's sinister grin made it clear she wasn't. His mouth had gone dry.

"I guess in hindsight, I'm glad you decided to pull your pie prank. I've had this gizmo for nearly a month now, but could never find a good reason to try it out. Then you came along and started a war with me, and I figured what better way to get you back than to give this little beauty a test run?" She spun the remote around her finger smugly. "So congrats, Spidey. You have won yourself the honor of being my guinea pig. Thank you for your cooperation."

"Ms. Romanoff!" Peter finally yelled, throwing his hands in the air. "Th-this is insane! I didn't even mean to prank you! It was an accident! And I don't think you making me feel like I'm  _dying_  in a bunch of barbaric ways qualifies as an equal comeback to a  _smack-cam_  prank! It doesn't even qualify as an actual prank! It's just—that's just—being cruel!"

Natasha scoffed lightheartedly. "Spidey, calm down. There's no need to act so serious and uptight. It's just a harmless little joke—one, might I add, that you brought upon yourself. I think you need to unwind, lighten up, learn how to  _laugh_  at yourself every once in a while."

"No! I don't! Y-you're the one who needs to learn stuff! This isn't funny! I don't want to feel like I'm being eaten by piranhas!" By that point, Peter was actually terrified. Did she really not understand how sick and demented this was? Did his prank really make her hate him  _that_ much? Why didn't Fury warn him that she took practical jokes to hellish extremes? He couldn't make himself move. His feet felt glued to the floor.

Black Widow shrugged, her innocuous smile unwavering. It was clear she was enjoying this. "Oh, don't worry, Spider-Boy. I promise I won't use that one on you. In fact, there's only one setting on this gadget that I think compliments the weight of your crimes and your educational needs most effectively." She scrolled through the options, selected one with a tap, then held the remote up jubilantly. "Ready for payback?"

His shivery anxiety turned to panic. What was she going to do? He had no idea what was coming. All he was certain of was that it was going to be agonizing, which was not reassuring in the slightest. He couldn't stand another second of the gnawing anticipation. He had to stop her! Heart pounding in his chest, Peter took a step forward. "Please, Ms. Romanoff, d-don't—"

Without hesitating, Natasha clicked the center button of the the remote before his foot even touched the ground, making a loud  _beep_ noise reverberate throughout the room. Spider-Man flinched violently, horror leaping into his throat.  _Oh gosh, oh gosh._ What was it going to be? Death by spiders, shish-kabobbed by flaming swords, his organs boiling inside his body while his flesh melted from his bones? He felt the device on his ribcage hum to life, and his blood ran cold. Slowly, gradually, the sensation began to wash over him, engulfing his entire mind and body. Before he knew it, Peter was bracing himself against the wall, gripping his midsection in his hands, shaking all over, squeezing his eyes shut, and—

...laughing?

He was laughing. What the hell? Why was he laughing? It took him a few moments longer to register that what he was actually experiencing was not the sadistic agony he had been expecting. Instead of unimaginable pain, it felt as though a bunch of invisible hands were poking at his skin, tickling him all over. Through his confused giggling, Peter looked up at Natasha perplexedly, slowly lifting off the wall.

"W-wha...? Are you serious? This—heh—this is what you were—?"

Still smiling just as smugly, Black Widow crossed her arms against her chest. "Yep. You asked for it. Espionage-level torture using the most sophisticated technology available and delivered by the world's leading master assassin. Isn't it everything you feared it would be?"

As the truth steadily dawned on him, Peter was flooded with incredible relief. She had only been messing with him. She wasn't actually going to use the sickening, death-related torture settings on him. She had only said all that stuff to freak him out and make him feel ridiculous once she pulled the actual prank. _Holy crap._ He had to admit, it was a very clever plot. She had totally gotten him. This was a far cry from the merciless cruelty he'd been anticipating, and he couldn't help but be impressed. Natasha Romanoff was officially the queen of pranks in his book. Her capacity for slippery deception was remarkable. Plus, _not_ having to feel like he was being eaten by piranhas? Bonus points.

Relief, however, was the _first_  emotion he experienced. The second was puzzled amusement. Like,  _really,_ Ms. Romanoff? Tickling? It was such a silly and juvenile thing for someone who held such an intimidating title to utilize. He also thought it was a very useless setting for such a high-tier torture device to have in its arsenal. Seriously—what idiot S.H.I.E.L.D. agent had thought this was an effective strategy for getting hardened spies to spill invaluable information?

Unfortunately, the third feeling that hit him almost instantly nullified the previous two. Much to Peter's surprise, the tickling sensation running up and down his skin was not as frivolous or innocuous as he'd predicted, especially as it went on and on and seemed to grow more and more intense with every passing second. What started out as soft, silly giggling stretched into loud, heavy laughter that he had no control over. Within minutes, the teenager's sides and face began to ache tremendously.

"Thihihis—heheh—this isn't w-what I— _eheh_ _a_ _haha_ —oh,  _shihit_ — _"_

Peter stumbled and caught himself with a hand on the wall, laughing helplessly. He was actually startled by how much the phantom tickling was affecting him. He had never really considered himself that sensitive of a person, but the devious little machine stuck to his abdomen was starting to convince him otherwise. The worst part was that there was nothing to guard himself from—it was all in his head. Even if he wrapped his arms around his stomach, the sensation of the invisible hands poking and prodding at his ticklish skin continued undeterred. Regardless, Spider-Man instinctively hugged himself around the middle, giggling wildly.

"Oh gosh—I c-can't— _ahahahaha!"_

In his hysterics, Peter lost his balance and fell to the floor. He hardly noticed—he was too busy laughing his head off as the overpowering sensation wreaked havoc on his defenseless little body. From across the room, Black Widow watched as the poor kid crumbled to the tile in a ball of fitful giggling, and was unable to stop herself from chuckling along with him. Even though she knew the circumstances were not to his liking, she found it was oddly refreshing to hear the young hero laugh so authentically, especially after seeing him in so much pain only a couple days ago. For someone so surprisingly tough who could take one hell of a punishment and survive against impossible odds, he was still such a kid, and sure laughed like one. But, maintaining her wicked composure, Natasha walked up to the giggly teen and stood over him, grinning smugly.

"See, this is the part where I start saying things like 'What's so funny, Spider-Man?' and 'You can stop anytime now', just so you're made fully aware of the biting irony taking place here."

Peter doubled over himself with squeaky laughter. Okay, so he was wrong. This wasn't exactly the merciful substitution for insufferable torture he had hoped for. He couldn't believe how unbearable something that seemed so childish could be. It had barely been two minutes, and he was already losing it. He would've been embarrassed for behaving so pathetically were he not so distracted by how maddening the unconventional torture was. Peter curled his knees to his chest.

"Okay," he sputtered out, "I gehehet the point, haha! You win! Now just— _ahahahaha_ —c-cut it out!"

"Of course I win," Natasha agreed, tossing her hair over her shoulder. "I always win. That doesn't mean I'm letting you off the hook yet."

"Then  _whahahat?"_  he laughed miserably. "W-what do you  _wahahahant!?"_

She shrugged. "A number of things. First of all, to see how well my new toy works. So far, it appears to be accomplishing its duty pretty well. What do you think?"

Spider-Man rolled on to his back, kicking his legs in the air and laughing like a hyena.

"Yeah, I'd say so. Second, I need to make you pay for laughing at me when you pied me in the face. Now, as a cruel twist, you can't stop laughing no matter how much you want to. Karma's a bitch, huh?"

Peter wanted to say something that suggested it wasn't the only one, but he could only giggle and squeal as the tickling intensified.

"But most importantly, I want to teach you a lesson. You know that old saying: 'learn from your mistakes' or whatever? That's a very important concept for a sprightly young superhero-in-the-making to understand—particularly if that superhero is you. So that's what you're going to do. That or laugh until you die."

Throwing him a winning smile, the Avenger turned and walked back to the bar, plucking a small bag from the counter. She put the remote control down to move a few things from her pockets into her purse, all while the kid continued to laugh his ass off and squirm across the floor. She gave a light sigh.

"Unfortunately, my schedule doesn't allow me to hang around here all day and enjoy the show. I think I'll go out and run a few errands. Is that cool with you?"

 _"W-whahahat?"_ Peter cried sharply, attempting to sit upright but quickly flopping back to the ground in a bundle of laughter. "Nohoho! You c-can't just _—ahahahaha_ _—_ leheheave me! Turn it off! Mahahake it stohohop!"

"Oh please. You're a big kid. You can take it—at least for the next thirty to forty-five minutes or so. You'll be fine."

A terrible dread washed over the giggly teen. "Oh gohohod, noho! P- _please,_  ahahaha! I cahahan't! I cahahahan't!"

"Don't be such a drama queen," Romanoff scolded him. "I bet if I told you I'd only turn it off if you told me your real name, you wouldn't do it. Am I wrong?"

By that point, Peter wasn't entirely sure. In truth, he felt ready to do almost anything to make the torture end. Every inch of him was being assaulted with unrelenting, invisible tickle monsters, and every extra second he had to endure it was driving him absolutely crazy. When he didn't reply, Natasha grinned.

"See? You've still got some willpower left. Give yourself a little more credit."

She slung the handbag over her shoulder. When he realized she was actually going to leave him, Peter knew he had to do something. He was going to explode or pee himself or both at the same time if this didn't stop! As he laughed hysterically, he spotted through squinted eyes the evil little remote sitting on top of the granite counter. If he could just get ahold of the damn thing, maybe he could figure out how to switch the device off. He doubted he could stumble across the room and grab it before Natasha noticed, but maybe with a perfectly timed web-sling...

As Black Widow reached out to grab it, Spider-Man reacted reflexively. He threw his arm out and jammed his fingers against his palm, praying that the webbing would meet its mark.

But to his dismay, no webbing came out at all. Instead, fluffy froth spewed from the device, pooling in a sad little puddle on the floor.  _Oh my gosh,_  he thought in disbelief, pressing on his other web-shooter and rewarded with the same result. She had replaced all the web fluid in the suit's new shooters with freaking  _whipped cream!_

Scooping up the remote with mocking ease, Natasha smirked. "Oh, come on. You  _had_ to see that one coming." She slipped it into her purse, then wiggled her fingers in his direction gleefully. "See yah."

Spider-Man fell to pieces. "Nohohohahaha! W-wahahait! I'm gonna  _dihihie!_ Plehehehease!"

Pitilessly, the master assassin trotted down the stairs and out of sight without looking back, leaving the poor teen all alone in the empty room, rolling on the floor and laughing uncontrollably. He was stunned to find himself utterly abandoned and completely helpless. There was nothing he could do but wrap his arms around himself and giggle like a little kid. Under his mask, Peter was pretty sure his face was beet red and he could feel his eyes tearing up. He had never laughed so hard and for so long in his entire life. The cruel tickling and shrill laughter carried on in the vacant stories of the tower for what felt like hours.

About seven minutes after Natasha had left him, the elevator door dinged, and a man stepped on to the floor. He was wearing rugged jeans and an AC/DC T-shirt, rubbing his oily hands on a rag. As he strolled across the tile, he was surprised to see that the sheet had been lifted off the table he'd assembled, and the new spider-onesie was nowhere to be found. He frowned and walked to stand beside it, wondering when the kid had come and taken it and whether or not he had crash-landed into a hotdog vendor yet, when he heard a funny noise. Wincing, he spun around with a start, eyes darting across the room on high alert, until he spotted something small and red curled into a ball near the opposite wall. Brow furrowed, he stepped towards it cautiously, gathering more and more details the closer he got and as the noise grew louder.

"Peter?" Tony Stark exclaimed, discovering the red lump to be the kid in the Spidey suit collapsed on the floor. His eyes widened. "Oh god."

The Avenger ran to his side, kneeling down and gripping his shoulder. "Kid? Kid, what's the matter? Are you alright? What's going on?" The teen was doubled over on the ground, his arms hugged tightly around his stomach, his whole body shaking violently. Tony rolled him on to his back, which Peter did nothing to oppose, and hit him lightly on the face. "Kid, talk to me! What's happening to you?"

Out of nowhere, Spider-Man suddenly burst into ridiculous laughter, his whole body racked with giggles and his eye lenses slitting to the smallest they could be. He arched his spine and fell on to his side again, wheeling his legs against the tile, and Tony flinched back confusedly. By then, actual laughter was something Peter rarely achieved. For the most part, he would just lie there quaking in silence which was sporadically punctuated by violent hiccups. As the realization settled over him, Stark blinked.

"Wait, what? Are you...laughing?" He prodded at the kid as he continued to giggle helplessly, Spider-Man's thin form curling back into a little bundle. "You  _are_  laughing. Um...okay then." Not really what he'd been expecting. Tony couldn't tell whether he should be amused or concerned. The poor kid looked like he could hardly _move_ , he was laughing so hard. He let go of his shoulder and scratched his head. "Uh...yeah. I'm confused. I don't—I'm not sure what's going on here." He quickly found himself smiling bemusedly at the teen's uncontrollable giggling, despite the fact he had no idea what was causing it. He knew Peter to be a pretty cheerful and giggly kid to begin with, but he had never heard him laugh as genuinely and hysterically as he was now. It was so high-pitched and childish, not to mention incredibly contagious. Tony snorted. "I really, uh—I don't know what to do here. I mean, are you...okay? What's so funny, kid?"

Bubbling with laughter, Peter shook his head.  _"HEHEHELP!"_ he managed to squeak out before peeling into another bout of giggles. He could hardly catch enough breath to say that much.

Tony scoffed. "Are you...hurt? Are you sick? Are you  _dying?_ Did someone tell you a really good joke?" He tried to help him sit up a little, but the kid didn't even attempt to stay upright. He was a limp, giggly potato sack, and Tony had no clue why. It was like someone had cast some kind of laughing spell on him that was impossible to break. He couldn't decide how to help him, or if he actually needed help at all.

Narrowing his eyes, Stark placed his hands on his hips, watching Spider-Man shriek and squirm like crazy, struggling not to chuckle himself. He stared around the room, shook his head, then rose to his feet, patting Peter awkwardly on the shoulder. "Well, uh...I'm not exactly sure what's happening with you right now, so...if you need me or whatever, I'll be in my lab. Okay?"

“ _NOHO!”_ he cried desperately, trying to grab his arm but ending up just face-planting against the floor. "M-Mr.— _EHEHEHAHAHA!"_

Stark was already walking back to the elevator, shoving the rag into his pocket. Peter's only hope for being rescued was walking out on him, and there was nothing he could do. He was about to be left all alone to die in tickle hell _._ He watched Mr. Stark jab his thumb against the down button and crumpled into a heap of hiccupy laughter. It was like a million wiggly fingers were attacking the most ticklish parts of his body all at once, and he couldn’t stand it. The elevator buzzed, the doors slid open, and he knew he was screwed. At that point, he was whimpering more than laughing, and it didn't look like he'd be stopping anytime soon.

Then Mr. Stark stopped.

"Oh, hey Nat," he said, a little surprised. Peter's heart soared with disbelief.

From inside the elevator, Natasha Romanoff smiled back at him. She held a pair of coffees and a small bag in her hands. "Hey."

"What, you make Starbucks runs now? That's new."

"Not for you," she said with a smirk, pushing past him and sitting on the couch. Stark stepped into the elevator disappointedly, murmuring to FRIDAY to make him a latte, then turned back towards her, frowning.

"Hey," he said, pointing hesitantly. "You, uh, don't have anything to do with whatever is going on with the kid right now, do you?"

She glanced across the room to where Spider-Man was lying on the floor, hiccuping with painful giggles. He had barely moved from the spot she'd left him in and looked about ready to explode. She wondered what state she would have found him in had she deserted him for as long as she'd said she would. Then she turned back to Tony, grinning. "Nope. Nothing at all."

With one look at her face, Stark had a pretty solid hunch she was lying. But Stark also had a hunch that if he tried to intervene, he would become the next target for whatever cruelties she had up her sleeves, and that was the last thing he wanted. So, offering a silent prayer for the hapless teenager, Tony shrugged. "Alright. If he stops doing...whatever it is he's doing, you can send him my way. I want to give him a safety briefing on the new suit."

"Because you're  _clearly_  the most qualified to dish out one of those," she teased him, knowing well that he'd never listened to a single safety briefing before in his life. He snorted.

"They're as important as they are lame and mind-numbing. Bye."

The doors closed, and the elevator descended, leaving only Black Widow and Spider-Man remaining in the room. Sighing, Natasha leaned back into the couch cushions, taking a slow sip of coffee and listening to the erratic giggling of the teen sprawled on the floor. Poor Peter was shrieking with laughter, helpless and pathetic and ridiculously adorable. His whole body was quaking in unison with his giggly hiccups, and by that point it seemed that was the only movement he was capable of; he was completely burnt out. She wondered what wearing the device actually felt like, especially for over ten minutes without any breaks, but at the same time had no desire to experience it herself. Considering the young hero's desperate disposition, she could guess it wasn't favorable. As she watched him flounder and squeal, obviously incapable of even  _trying_ to beg for mercy, a stroke of pity brushed her heart. She placed the coffee on the table, fishing the small remote from her purse. "Alright, alright," she chuckled, and pressed the center button, finally,  _finally_ shutting the horrible machine off. As the unbearable tickling sensation slowly faded away, Peter gasped with unbelievable relief. He hadn't realized how short of breath he was until he could actually breathe normally again, and he took a minute just to marvel at how liberating it felt. His ribs ached and his skin tingled all over. He was completely exhausted and wanted nothing more than to take a year-long power nap right there on the floor. Tiny, airy giggles still sputtering from his lips, Peter sprawled across the tile, moaning.

Footsteps eventually ghosted towards him, and a shadow was cast over his face. He didn't move. "So, did you learn your lesson?" a smug voice asked from above, rimmed with amusement.

"That...eheheh...w-wasn't...cool," Peter panted a few seconds later. "You're so...s-so mean, heheh." His voice was brittle with laughter and embarrassment. He could scarcely imagine how pathetic he looked at that moment, but he didn't have the strength to care. His arms were splayed lifelessly at his sides. "Please, heh...n-no more..."

"I'm waiting," Natasha snapped.

Trying to shake the giggles still clinging to his words, Peter swallowed. "Y-yeah," he stammered out breathlessly. "Got it. I'll n-never pull another prank...ever again...for the rest of my—heh—my life." With a groan, he pressed his face to the floor, flopping on to his side. Natasha rolled her eyes.

"Try again."

He really hoped the "three strikes" rule didn't apply to this situation. "Uh...I'll never pull a prank on  _you_ again...for the rest of my life...?"

To his surprise, she chuckled. "No, dummy. I like pranks. Especially around here—everyone's too wound up all the time."

Spider-Man lifted his head off the ground a little, furrowing his brow. "What? W-wait, then...why did you act so mad? And why did you stick this evil thing on me?"

"I told you, I wanted to test it out," she explained. "But I was never angry; I just wanted to get you back. That's the point of a prank war, right?"

 _Maybe, when torture devices aren't involved,_ he thought, his skin flushed. Nonetheless, he had to admire how good Natasha Romanoff was at playing the double agent. She could seem hellbent on killing you at one point then teasingly playful the next. He could never figure out which personality was a facade and which was her true self. Peter rubbed at his tearful eyes through his mask, then gingerly rose into a sitting position. "But couldn't you have chosen a means of revenge a little less... _humiliating?"_  he murmured bashfully. He doubted she would ever let him hear the end of this. Or if  _anyone_ would, for that matter. Natasha could tell the kid was very embarrassed by the whole situation and smiled.

"It's not humiliating," she assured him. "If anything, it's adorable. You've probably got the cutest little laugh in the entire world." She poked him in the belly to prove her point, making him flinch and giggle involuntarily. "Plus, you seemed like you needed to blow off a little steam after getting yourself shot, nearly having a panic attack when you accidentally pied me in the face, and obviously going through some drama in your personal life." She smirked. "Am I right to assume it has something to do with a girl?"

Peter's heart leapt into his throat. "H-how—how did you—?"

"I didn't," she interrupted smoothly, "but you just confirmed it."

His skin bristled.  _Ah, crap._

"You also left this here yesterday," she added, holding out a piece of paper. Peter gave it one glance and winced. It was the flyer for the homecoming dance Liz Allen had given to him. He must have forgotten it on his way out. Now Black Widow knew what high school Spider-Man went to, not to mention that he had a silly crush. He couldn't believe how big of an idiot he was. Simmering with regret and shyness, he dropped his eyes to the tile.

"Oh. Whoops."

"I put the pieces together from there, especially after seeing you walk in here looking so uncharacteristically dejected. I figured you could use some cheering up, even if it was sorta forced upon you."

Peter blushed. How was it that everything she did was always so sneaky, devious, and purposeful? "I thought you said you were trying to teach me a lesson or something," he mumbled, attempting to change the subject. Natasha nodded.

"I was. And I'm surprised you haven't figured it out yet."

"I'm not. I suck at figuring things like this out."

He started when Natasha knelt down and sat beside him on the floor, holding a coffee cup and a small bag out to him. "I think you could if you thought on it long enough."

He glanced at her skeptically, then accepted the drink and the bag from her, which he found to have a chocolate chip muffin in it. Okay—what was with Ms. Romanoff and always giving him food after acting like a total jerk? Did she think it somehow compensated for her cruelty? He wanted to be bitter, but he  _was_ pretty hungrily...

"Uh...thanks?" he said awkwardly, peeling the paper from the pastry.

"I don't have anything against pulling pranks or being childish every now and then," she insisted. "But there's one thing you did that—for me, as an assassin and a spy—was intolerable."

"What—yelling  _'_ _smack cam'_ before I pied you in the face?" he chuckled, rolling up his mask and taking a big bite. Then he tensed fearfully, remembering who he was talking to.

"No. You didn't complete your mission."

Peter stopped chewing and blinked stupidly. "What?"

"You heard me. You didn't complete your mission. You chose your quarry, you planned out your course of attack, but you didn't hit your target."

"I think there's a pretty wide gap between pranking your friend and assassinating someone," he scoffed.

"No there isn't. If you didn’t hit the right target, and you didn't follow through on your goal, then the whole operation was a failure."

He considered her words for a moment before shrugging and stuffing the rest of the muffin in his mouth. "I mean, I guess. But, again, I don't see the big deal here. It was just a silly little prank."

Natasha bumped her shoulder against his. "I think you and I both know this hole you've dug yourself into applies to more than just silly little pranks, kid."

The realization bulldozed over him. His ears and neck grew hot. "Oh..." he stuttered.  _Wait. Is she referencing...what I_ think _she's referencing?_ He glanced up at her with wide eyes, and she met his gaze with a knowing smile.

Damn. Peter really wished he was half as wise as Natasha Romanoff was when it came to undersranding people's behavior. She didn't even know who Spider-Man truly was outside of his suit, yet she sometimes seemed to understand him better than he understood himself. It was both terrifying and awe-inspiring. A part of him knew she could uncover his secret identity in a heartbeat if she wanted to. But another part of him trusted that she wouldn't. He didn't know why, but he was certain of it. Natasha must have recognized by now how important it was to him to keep it confidential. And even if she ended up finding out his secret, he felt like she was someone he could trust it with—despite the fact that she was a crafty and cruel trickster who made him frequently fear for his life and nearly laugh himself to death. At least she always ended her tough-love lessons with a peace offering.

"And you need to learn to stop being so spastic around me all the time," she added, digging her finger into his side. "I'm not  _always_ out to get you, y'know."

He jerked away, biting back laughter. "Q-quit it already! You're doing that on purpose!"

She chuckled, then stood with a stretch, offering him a hand. "How about this: I’ll help you finish the first part of your mission you screwed up, and then you can tackle the second half on your own. Sound like a plan?"

Peter raised his eyebrows. "W-wait—you mean—?"

"If you do the honors, I'll get it all on video."

A giant smile immediately spread across his face. "Um, _yes?_ One hundred percent yes!" He chugged down the rest of his coffee in a matter of seconds then took her hand and allowed her to pull him to his feet. After Natasha removed and disable all the extra gadgets she'd installed into his new suit, Spider-Man darted into the kitchen, gathering the supplies together for his devious scheme with the enthusiasm of a child doing arts and crafts. Natasha watched him work amusedly, wondering to herself what it must feel like to be so young and innocent. She knew he needed to understand how twisted and cruel the world was, especially in their line of work, yet she couldn't help but want to bring out the kid in him. She didn't want him to have to grow up as rapidly as she had. Outside of his superhero antics, he still had so much life left to live as a high schooler. She knew it was selfish of her, that she'd likely regret being patient with him if he was badly hurt again, but that nagging soft spot still residing in her heart persisted, and she didn't have it in her to ignore it. So she would let the softness slip through every now and then when he needed it most, but never in its entirety. After all, she still had a reputation to uphold.

"Come on!" Spider-Man cried, springing on to the wall and sticking there like a gecko. Sighing with a smile, Natasha followed the happy teen across the room, slipping her phone from her pocket and opening up the camera.

* * *

Tony Stark was growing impatient. He had busied himself for the past ten minutes with deciding how he wanted to spice up the paint job on one of his new Iron Man suits. He liked the classic red and gold, but felt like adjusting how he color blocked the armor to give it a little more pizazz. Stark knew that there were far more productive things for him to be working on, but he wasn't in the mood. He experimented with the 3D models and palettes absentmindedly, wondering why hadn’t heard from Nat or Peter yet. He considered going back up to check on him.

Another five minutes later, he marched into the elevator with a huff.  _If that kid completely ignored me and just threw himself out the window, I'm gonna be pissed._  He hoped Nat had just forgotten to tell him or something. Tony didn't mind him testing the suit out, but he wanted to explain the limits of the web-wings and how they were only capable of gliding for short stretches of time, not for flying across the city or over the Hudson. He didn't want him to expect them to save his life in dire circumstances—they were glorified, kite-inspired training wheels more than anything else.

When the elevator reached the upper floor, Stark stepped out on to the tile. At first, the room appeared empty, and he was puzzled. Then Black Widow leapt from behind the couch and landed a perfectly executed flip. She rose upright in front of him, holding a phone in her hand. He jumped with a start.

"Geez, Nat, what the  _hell_  are you trying to—?" he began to say, when a shadow descended from overhead. He glanced up just in time to see a lanky red and blue figure hop off the wall with a bucket held above his head.

_"Smack cam!"_

The loud cry came just before Spider-Man flipped the bucket upside-down and slammed it on top of Tony Stark's head, dumping an ass-load of whipped cream all over his entire body. He exclaimed in shock, instantly blinded and drenched in sugary foam. Peter left the bucket over the stunned Avenger's face and dropped to the floor, he and Natasha breaking into hysterical laughter.

Plastered with whipped cream, it took Tony Stark roughly three seconds to figure out what had just happened to him. As Spider-Man and Agent Romanoff giggled like crazy, he begrudgingly lifted the bucket off his shoulders, revealing the sad and sugar-coated man underneath. Their laughter intensified.

"Oh, so  _you_ two are working together now?" he grumbled, licking his lips and tossing the bucket to the floor. Their giggling continued as he ran his sleeves over his face repeatedly, struggling to clear the cream from his eyes. "As if one spider-themed hellion wasn't bad enough."

"Ahahaha, oh man!" Peter laughed, clutching his belly. "I'm s-so sorry, Mr. Stahahark, I just— _ahahahaha!"_

"Now  _that's_ what I call a mission accomplished," Natasha chuckled, clicking her phone off and holding her palm out to Spider-Man. He gave it a crisp high-five before cracking up all over again. The fluffy foam dripped off Tony's chin, nose, ears, and every other feature of his disgruntled face, making him look like a very tragic mall Santa as a pool formed at his feet. Combing his fingers through his hair, he flung as much whipped cream as he could on to the two of them, making them wince and laugh even louder.

"Hardy-har, you're both just  _so_ funny. Laugh while you can, because if my fridge isn't restocked with Reddi Wip in the next twenty-four hours, you're gonna regret it."

Natasha smiled. "Are you suggesting that you're going to prank us back, Tony? Because I guarantee that round two will be far less cutesy than this child's play."

The billionaire's skin paled, and he coughed uncomfortably into his hand. "Uh...I think I'll just go ahead and break the chain here before we waste any more cans of perfectly good whipped cream. Can't have my coffee or gluten-free waffles without that shit."

"Smart move."

While they were talking, Peter was leaned against the wall beside them, still laughing helplessly. Tony and Natasha both turned to see him doubled over with giggles.

"Ohoho gohohosh, ehahaha!" he bubbled. "I’m s-sorry—it's just—your face—I cahahan't— _hahahaha!"_

Neither of them could repress the endearing smiles that spread across their faces as they watched Spider-Man laugh himself silly. The Avengers could only wonder: how was it that the kid was still so... _himself?_ For a boy who’d had such a harsh and crazy first break at life, it was remarkable how much joy he was still capable of. The two well-worn superheroes could scarcely remember a time when they were that happy and irreproachable. The kid had a light to him that even he didn't seem aware of. It was scary to imagine the absence his glow had it been doused from existence just two days ago, even though he'd hardly been a part of their fractured group for less than a month. They hoped it wouldn't be going out—whether from a sinister reality check or a devastating casualty—anytime soon. While he continued to giggle childishly, Natasha and Tony shared a small glance, each quietly knowing that they would take a hundred bucket of whipped cream to the face just to make the kid laugh.

"Alright, take it easy," Natasha chuckled, wrapping an arm around Spider-Man's back and gripping his bouncy shoulders. "At this rate, you really  _are_ going to laugh yourself to death."

"Holy crahap, eheheh," Peter stammered, grasping his stomach and leaning against Black Widow weakly. "I can't breheathe. Everything hurts and I'm—heheh—dying." He looked back at Tony, struggling not to snort. "I r-really am sorry, Mr. Stark. Can I help with laundry bill, or...?"

He shrugged the suit jacket off his shoulders and brushed at it distastefully. "Sure. Fork over about four grand, and I'll say we're square."

Peter went stiff. "F-four  _grand?_ As in  _thousand? Dollars?_ I had no idea—I don't know where I could ever get th-that much—"

"I'm kidding, thwippy. Calm down. It's nothing. I'm rich off my ass, remember?"

He deflated, sighing with relief. "Oh. O-okay. Thanks. Uh, sorry." He rubbed at his ribs with one hand and gripped his head with the other. "Heh, oh gosh. I think I need to lie down."

"I agree," Natasha concurred, and helped lead him towards the couch, where he immediately flopped face-first into the cushions, moaning. She gave him a couple pats on the back then scooped up her coffee, marching past Tony as she took a swig.

"Word of advice? Cold water and Tide pods, ASAP. Gets the stains right out. Maybe not on the Tom Ford, though." She clapped him on the shoulder then stepped into the elevator, smiling smugly as the doors closed behind her. Tony rolled his eyes, wondering which social media website their ridiculous prank would show up on first as he snagged a hand towel from the kitchen and did his best to scrub himself dry. Once sticky but otherwise satisfied with his progress, he strolled across the room to stand by the couch, where the disheveled teenager was sprawled out like a rag doll. He rubbed his nose then shoved his hands into his pockets, watching the kid's back rise and fall with slow, steady movements.

"Should I ask how it went with the lady?" he said, smiling softly.

Unsurprisingly, the kid was already out cold.

* * *

Peter Parker stood facing his open locker, a line of sweat beaded along his forehead. The din of footsteps and petty chatter seemed distant and muted despite his enhanced hearing. His insides felt like they were twisted up into one giant ball of anxiety.

 _Come on, Peter. You can do this. Do what you set out to do. Complete your mission. No chickening out, no regrets. Just take a deep breath, walk right up to her, and_ —

The bell overhead suddenly tolled, causing him to start. A few seconds later, students began to pour out of every classroom, clogging the hallway with bodies and noise. He stood rigidly against the flow of adolescents, eyes scouring the sea of faces, switching restlessly between his feet. His fingers drummed against the small box held in his hands.

Then, among the crowd, he spotted her. The entire room seemed to light up in an instant. He'd noticed it from the beginning: even from far away, she glowed with her own special aura, like a candle or a star. His heart fluttered at the sight, then dropped into his stomach when he realized what he was about to do. His hand trembled as he reached out and shut his locker, and he sucked in a shallow, shaky breath.

Liz hurried down the hall, books and papers piled in her arms, her backpack hanging half-open off one shoulder. She was in a rush to get home because the idiot that was supposed to make the cloud decorations had bailed on her, so now she had to go to the store, buy a butt-load of glue and cotton balls, and make the damn things herself. Plus, she had a biology test tomorrow, a Decathlon practice to plan, and more dance fliers to pick up from Walgreens, since apparently two hundred weren't enough. She was beginning to wonder if she was a bit in over her head with how many different things she was involved in. She doubted she would even be able to enjoy the homecoming dance herself, knowing how much more still needed to be done for everything to run smoothly, and since all the guys who'd asked to go with her thus far she had no interest in. Still, she continued to hope that sooner or later, one individual would find the courage to finally approach her and—

"Liz?"

She skidded to a stop, nearly running into the boy who was standing right in front of her. She was so consumed by her thoughts that she'd barely noticed him in time.

"Oh," she exclaimed, blinking. "Uh, hey Peter. What's up?"

Liz quickly discerned the gentle redness in his cheeks and the startled look in her classmate's eyes. His jaw was tight and his hands were hidden behind his back. His voice came out somewhat jittery.

"Um...h-how are you?" he said with a smile. Peter always acted nervous, but right now he seemed unusually on-edge. She found it cute but almost sad. He was kind of a dork, no doubt, but so was everyone else in their school. He had no reason to be shy. She smiled back at him skeptically.

"Uh, fine," she replied with a giggle. "How are you?"

She watched his smile quickly fade, and he took a long moment to blink and swallow and meet her gaze. "I, um...I just wanted to tell you that I lied to you yesterday. After school."

Liz tilted her head with concern. "You lied? About what?" A wrinkle formed along her forehead. "You better not be backing out on the homecoming committee, Peter. I've already come up with a huge list of things I need you to do, and I will literally explode if I have to go back through and reassign all those duties to some other—"

"N-no!" Peter interrupted shrilly, shaking his head. "It's—it's not that. I'm totally still down to help set everything up and stuff. Please don't explode."

She brightened. "Oh. Well, then, what?"

His gaze shrunk to the floor. "W-well...remember how you asked me if joining the homecoming committee was the only thing I wanted to ask you?" He spoke carefully and bit at the inside of his cheek. "Well, that's what I lied about. That wasn't the only thing I wanted to ask you. In fact, that wasn't what I was planning to ask you at all."

His anxiety was through the roof. She wondered if he was ever going to get to whatever it was he was trying to say. Then Peter huffed out a breath, ran his fingers through his hair, and pulled something from behind his back, which was shivering slightly in his hand.

"W-what I actually wanted to ask was if...if you'd...y'know...go to the homecoming dance. With, um, me."

He opened up the small paper container. Inside was a single yellow sunflower, small and delicate and radiating with color. It was sitting on top of the homecoming flyer she had given to him. It was such a humble and simple offering, and she lifted her gaze to his.

"I, um...I see this flower every day when I leave for school. It grew by a tree planted in one of those squares by the road. I've never seen one like it anywhere else, y'know...so pretty and vibrant." He held it out to her. "I know it's not much, but...it reminded me of you."

There was a moment in which Peter could only wait in absolute terror, clueless as to what was going on inside Liz's head. His muscles were rigid and his palms were clammy. She stared at him silently, eyes wide. It felt like a decade had gone by before a beautiful smile finally spread across her face.

"I..." she said, reaching out and taking the little box from his hands. She grinned. "Um...yeah. Okay."

"Y-yes?" Peter exclaimed, his heart throbbing in his chest. "I mean, was that a yes?"

Liz nodded, cradling the flower in her palm. "Yes. I'll go with you. This is...really sweet." She smiled bashfully. "You're really sweet, Peter."

It took every ounce of Peter's self control not to start leaping for joy right there in the middle of the hallway. He couldn't believe it. She'd actually said  _yes!_  "O-okay! Great! Uh, thank you." He curled his hands around the straps of his backpack, shrugging his shoulders. "S-so, uh, I'll see you Friday, then? Or, well, we have our first meeting on Wednesday, and then the finishing set-up on Thursday, obviously, and we also need to coordinate times and stuff—and, I mean, we still have Algebra and Decathlon together, so—"

"Yeah," she chuckled, adjusting the books in her arms. "We have plenty of time to figure it all out before then. It'll be fun." Liz pushed a hair our of her eyes then bit her lip. "But, um...in the meantime, would you like to come over and help me work on some of these stupid decorations? My crafts guy quit on me, and it would probably go a lot faster with two sets of puffball-gluing hands."

Peter grew warm from head to toe. "Uh, sure? Totally. Gluing puffballs together. Sounds like the perfect first date to me."

"Oh, so this is a date now?" she asked shrewdly, stepping past him. Peter trailed behind, blushing.

"Oh, I mean, it doesn't have to be. I w-wasn't trying to make it seem like—"

"No, I get it," she giggled. "I like how you snuck that in there. Very clever, Parker."

He laughed timidly, scratching the back of his head. "If you say so."

They walked out of the school and down the stairs, talking shyly at first about typical conversation topics. By the time they were strolling down the busy sidewalk, ignorant of all the honking cars and bustling people passing them by, they were discussing their fan theories about the  _The Last Jedi_  and which character arcs were their favorites. This was not how he’d pictured his first conversation with Liz going. She was smart, kind, and funny—and into a lot of the same things he was. Liz Allen was a hundred  _billion_ times cooler than he ever could've imagined.

As he listened to her laugh out loud and watched her eyes scrunch up when she smiled, Peter decided that he didn't necessarily need a new web-winged Spidey suit to feel like he was flying. At that moment, as he chatted cheerfully with Liz, both feet planted firmly on the ground, Spider-Man was soaring on cloud nine.


	10. The Internship

"Liz Allen?  _The_ Liz Allen? You're going to the dance with freakin'  _Liz Allen?"_

Peter couldn't stop himself from smiling like an idiot as he typed his essay with hasty fingers. A gentle blush bloomed in his cheeks. "Y-yeah. I still can't really believe it. I thought she was gonna turn me down for sure."

Ned sat on the floor, Lego pieces scattered around his feet, mouth agape, eyes bulging. "Dude! Are you serious? That's  _insane!_ She's, like, the most popular girl in school, and you're a total dork!"

Peter laughed. "Gee, thanks Ned."

He threw up his hands. "Hey, I'm just being honest. I'm in that boat right with yah. I'm just shocked she would actually go for that sort of thing. Wasn't she dating Flash?"

"She said they broke up, like, two months ago. I think Flash pretended like they still were just to seem cool."

Ned hopped to his feet and punched him in the arm. "Oh  _snap,_ bro! He's gonna be _so_  friggin' mad at you! You better watch out! I can't wait to see the look on his face!" He spun Peter's chair so he was facing him and grabbed on to his shoulders. "Does this make us part of the cool crowd now?"

He chuckled, shoving him off. "No. I don't think that's ever gonna happen."

Ned flopped to the ground. "Why not? I think we're pretty cool."

"I'm writing a make-up essay because I was kidnapped on Monday and you're building a Lego Death Star on my floor. Clearly the epitome of coolness."

Ned snorted. "I know you know this Lego Death Star is badass."

"My point exactly."

His friend stuck a couple more pieces to the half-formed gray blob, shrugging. "Well, at least you've got an awesome date to the dance. Now what am I supposed to do? You've set the bar way too high!"

Peter swiveled in his chair. "Aw, come on. There are plenty of cool girls for you to ask. Like, uh...Betty from Spanish, or...MJ...?"

Ned shot him an unamused frown, and Peter cracked up. They both knew MJ hated their guts.

"Look, whoever you choose, I'll do my best to help you out. I can be your wingman or whatever." He brightened. "Why don't you join the homecoming committee with me? Every girl loves a guy who's willing to make paper mâché sun emojis and giant sparkly rainbow decorations."

Ned scoffed. "You're on the homecoming committee? I take it back. You'll never be cool, no matter who you're going to the dance with."

Peter giggled. "I'm being serious. Being an uncool dork is the new cool nowadays. I mean, just look at Liz—she's on the homecoming committee. And I kid you not—I'm pretty sure she knows more about Star Wars and  _Psych_ than you and me combined."

Ned held up the miserable excuse for a Death Star proudly. "But does she spend her Friday afternoons building Star Wars stuff with Legos in your apartment? Now  _that's_  the testimony of a true geek my friend."

Peter plucked a Lego piece off the floor and clicked it into place, sighing bashfully. "But really, Ned—would you do it with me? I have a really bad feeling I'm going to end up being the only underclassman there. And, y'know, possibly the only guy..."

Ned glanced up at him, looking almost puzzled, then shook his head with a smile, placing the Death Star in his lap. "Dude, of course. You really think I've got anything better to do than hang around the school after hours and decorate the cafeteria for some stupid dance with my best friend? You must not know me at all."

Peter's heart ballooned with relief. He never in a million years deserved Ned’s friendship. Whatever griefs came his way, Ned was always such a steadfast source of kindness and loyalty. He could only wish he had the ability to return that kindness and loyalty tenfold. Peter smiled.

"Thanks, Ned. I seriously owe you one."

"One condition," Ned said, holding up his index finger. Peter blinked as he tapped the Death Star with a grin. "You and I get together tomorrow night and finish this bad boy. No homework, no girls—just you, me, a bunch of Legos, and an ass-load of pizza."

Peter laughed out loud. Ned was the best partner in crime a guy could ask for. Peter held out his fist, which Ned pounded with his own enthusiastically.

"Deal."

* * *

Although it came with its bumps and bruises, Peter had to admit: life was going pretty good for him.

Yes, he'd lost his parents in a plane crash, and yes, his beloved Uncle Ben had been ripped out of his life far too soon. He had even nearly died a couple times himself, and he was constantly worried for the remaining people he cared about. Whether he admitted it to himself or not, Peter was scarred from the heavy losses he'd suffered over his short fifteen years of living, and he doubted the phantom pains would ever completely disappear. And no matter the circumstances, it always seemed that if one thing wasn't going wrong, something else was. That was simply the lot he'd been given.

And yet, it was a lot that he would never trade for anything else in the world. Because even though his heart ached for the family he'd lost, the people he still had in his life were the greatest a kid could ever ask for. He had May, who had raised him and cared for him better than any mother ever could. He had Ned, who had stuck with him through thick and thin and always put up with his flakiness and forgetful nature with the patience and understanding of a saint. And now he had the Avengers, who he could look up to for inspiration even if they weren't necessarily around or on the same page all the time. They reminded him that no matter how super someone appeared, they were all still humans fighting for what they thought was right, with flaws and room for growth just like everyone else.

Except for Thor, of course. He was a god. But Peter hadn't actually met him yet, sorry possibility was still in the air.

But out of all the Avengers, Peter's affinity towards Tony Stark won the day. Ms. Romanoff was terrifying and amazing and knew exactly how to cheer him up while simultaneously beating the shit out of him in preparation for the threats he'd face in the outside world, and his brief encounters with Sam, Rhodey, Vision, Cap, and all the others had been truly eye-opening. But for as long as he could remember, Iron Man had been the superhero he had wanted to grow up to be. He didn't have any powers: his strength was his ability to use his genius and mechanical expertise to build awesome suits and outthink his enemies. He had super powers of his own making. He had redeemed himself from a slump that seemed inescapable to become one of Earth's Mightiest Heroes. Plus, he was all-around cool as  _shit._

And now that same hero was helping guide him on his own superhero path, not just by making him awesome suits, but by taking an active role in his development as a person. The void in his life that his Uncle Ben used to occupy could never be filled by another—that he was certain of. But having Mr. Stark around to offer him advice and kindle his desire to be better a person definitely helped Peter not feel so empty all the time.

Having Liz Allen as his date to the homecoming dance didn't hurt either. And neither did receiving the new web-wing suit Tony Stark had made for him, which he was currently wearing at the top of Avengers Tower with his feet peeking over the edge.

"I know this seems counterintuitive, but I think starting up high is better so you have more time to catch yourself if you start free-falling."

The afternoon sunlight gleamed off Tony Stark's Iron Man armor, which was hovering a few feet away from the ledge Peter stood at. Tiny balls of flame jetted from the repulsors on the bottoms of his hands and feet, keeping him perfectly suspended in the open air. His voice came out muffled and robotic as he spoke through the helmet. Spider-Man had never seen this version of the Iron Man suit before, and he was struggling not to geek out over how  _freakin'_ cool it looked.

"Yeah, got it. Can I go now?"

"Not yet. You know how you're supposed to hold your arms?"

Peter dropped his gaze to his torso, then slowly lifted his arms at his sides. "Uh, like this? Just, y'know,  _out?"_

"Bend your elbows and spread your legs a little wider. And don't stand so stiffly. Just—be natural. No, just—what is _that?"_

"What? I'm doing exactly what you're saying!"

Tony dropped on to the roof beside him and assumed the stance he was trying to describe. "Like  _this._ Why are you making it look so awkward?"

"I'm not  _trying_  to!" he laughed. "We're literally doing the exact same thing!"

"Yeah, but I don't look like some weirdo failing at yoga."

"More like a transformer doing the chicken dance," he giggled.

Stark dropped his arms to his sides with a chuckle. "Just hold that position as best you can, glide for a short spell, then do whatever you gotta do to land. Webbing, sticky fingers, whatever. This is just for you to wet your feet a little so you can start to get the hang of it. Remember, they're only to give you a little more aerodynamic capabilities. You can't actually fly with them."

"Yeah. Great. So can I go?"

Iron Man flew back in front of him, crossing his arms over his glowing chest. "Y'know, I've never actually asked—what are your powers, exactly? Like, in total?"

Peter raised his eyebrows. "Do we really have to talk about this  _now?_ Just let me go already! _"_

"Yes, we do, because I want to make sure I'm not letting a normal teenager leap off a skyscraper with nothing but some flimsy nylon under his arms to keep him airborne."

"I have my webs," he pointed out, holding up his wrist. He tapped on his palm and shot a glob off to the side, just to make sure they weren't still loaded with whipped cream, then grinned. "I can always catch myself with those if the wings don't work."

"Yeah, but just—humor me, kid. What can you really do?"

Peter realized that he'd never actually told someone the full extent of his abilities. Now that he thought about it, he'd never really gone through the whole roster himself. He held his palm to his face.

"Well, uh...I've got, like, sticky little hair things on my hands and feet that help me climb walls and stuff."

"Yeah, I guessed something along those lines," Tony chuckled.

"Hey, you asked. I've also got heightened senses, faster healing abilities, superhuman strength, speed, stamina, and, uh...acrobatic-ness?"

"Okay. Anything else?"

Spider-Man tapped at his chin, then brightened. "Oh! And I've got my spidey sense."

"Your what?"

"My spidey sense. Well, that's what I like to call it. It's like—sorta like a buzz or a tingle in the back of my head? It goes off when something bad is about to happen."

Stark frowned. "Really? Is it like an old lady's joints hurting when there's a storm coming?"

Peter giggled. "I guess. I think mine's more immediate though. It helps me dodge incoming attacks even if I can't see them."

"Doesn't sound very scientific," Iron Man murmured, but gave a small shrug. "Alright, whatever. Just...take it slow. Be careful. Don't be a moron."

Spider-Man lit up. "Okay! I'm ready!" Balling his hands into fists at his sides, he backpedaled a few quick paces, bending low to the ground. At the sight, a flicker of uncertainty rose into Tony's chest, and he cleared his throat.

"One more thing. If you really need help, just yell or whatever, and I'll be right—h-hey! Kid, wait!"

Before he could finish, Peter was already bolting across the roof and leaping off the ledge, hollering with excitement. Stark nearly had a heart attack as he watched Peter nosedive towards the unforgiving cement hundreds of feet below.

The wind buffeted Spider-Man's face and whistled in his ears as he careened downwards. His stomach backflipped on itself and his skin prickled with goosebumps. The adrenaline-pumping sensation was both exhilarating and terrifying. For an instant, he panicked:  _Wait, w-when should I do it? Now? He didn't tell me that part!_ This was probably highest he'd ever jumped from—and that was for web-swinging, not body-gliding. Perhaps this  _was_  a tad more extreme than he'd anticipated. He realized he'd been free-falling for nearly ten seconds, and decided it was either now or never. Squeezing his eyes shut, Peter threw his arms out at his sides—elbows bent, knees apart. A jolt passed through his body as the fabric stretched taut between his arms and legs and rapidly caught the wind. His heart throbbed against his ribcage, and he gritted his teeth, stiff as a board. It took him a second to notice that the air rushing past suddenly didn't seem so harsh or loud, and he could hear the droll of traffic from the city below. Gingerly, Peter peeled his eyes open.

He wasn't falling anymore. He was coasting. Well, he was still going downwards, but also drifting outward, sailing on the breeze. Spider-Man blinked in disbelief, eyes wide, then laughed breathlessly.

"I—I'm doing it? Holy crap! I'm doing it! I can't believe it works, haha! I'm flying! I'm—!"

Then Spider-Man face-planted into the side of a building, and his elation was cut short. His body sprawled against the glass like a fly on a windshield, and he slowly slid off, dropping limply. He bounced off a canopy then crashed on top of a newsstand, sending papers scattering across the pavement.

"What the hell?" the salesman shrieked, springing back with a start. A few people on the sidewalk flinched and stopped to see what all the ruckus was about. Peter shook his head and blinked bewilderedly, a little stunned to say the least. He was squished between two broken halves of the display table, buried in crumpled newspapers. "Where'd you come from? Look what you did to my stand!"

"Whoops," he murmured, staring down at the crater he'd formed and rubbing at his head. "Uh, s-sorry."

Iron Man came whipping out of the sky and descended to a hover beside him, inciting gasps of shock and excitement from the surrounding crowd. The wind from his repulsors buffeted the strewn papers.

"Are you alright?" Tony asked uneasily, watching Peter clamber out of the debris with a slight limp. He beamed up at him ecstatically.

"Oh my god, that was  _awesome!”_ Spider-Man laughed. _“_ Did you see how far I went? I almost had it perfect!"

A sigh of exasperated relief left Stark's lips, and he smiled at how giddy the kid was despite his crash-landing. Peter waved his hands around as he spoke. "Maybe this time, if I opened the wings up a little sooner, I could get some  _serious_ air, and then I could glide a lot longer without accidentally—"

"Hey asshole!" the old salesman yelled, staggering out of his ruined newsstand and sticking his finger into Spider-Man's chest. "Look what you've done! You've destroyed my livelihood! Who's gonna pay for all this?"

Peter's face went red behind his mask. "Oh, I—I'm sorry, sir, I just—I didn't mean to—"

"If you don't hand over every last cent you just cost me, I'm gonna beat the living  _shit_ outta you! You hear me? The ever-living  _shi—!"_

A metal hand against the man's chest silenced him in an instant and pushed him away from the very flustered teenager. Iron Man stepped between the pissy salesman and Peter, glowing eye-slits cold.

"Relax, grandpa. We're all very moved by your loss. Here." A slot on his forearm popped open, and he pulled a small card from the opening. "Call that number. They'll take care of all the damages, even if you're a dick about."

The old man scowled and snatched the card away from him, squinting and adjusting his glasses to read the small print. While he was glowering, Tony tapped Spider-Man's arm and motioned upwards, and Peter hesitantly fired a web-line at the top of the nearest building. While Spider-Man carried himself skyward via webbing, Iron Man offered a silly salute to the gawking pedestrians then blasted off the ground, rocketing after him.

Stark reached the top of Avengers Tower first, and Peter rounded the crown to find him landing against the roof with a  _clank_. He scratched at the back of his neck skittishly.

"Sorry about that, Mr. Stark."

Iron Man gave a casual wave. "I had a feeling I'd have to dish out some of those after giving you the suit. I'm actually surprised this first time only required one."

Peter glanced at his metal gauntlet. "What was on that card you gave him?"

"The number for a company I started a while back called Damage Control. They help sweep up destruction caused by incidents involving superheroes. Looks more official than just paying people out of pocket."

"Oh," Spider-Man mused, another wave of guilt crawling across his skin. "That's...cool, I guess. But I’m really sorry for making you pay because I was stupid. I'll try to be more careful."

"I founded it specifically for heroes like you who can't afford to pay for every little thing they might smash into or break during a fight, so don't feel too bad. I imagine with everything going so quiet after the Avengers broke up, my guys down there will be happy to get off their butts and take a case for a change. Just be sure to let me finish what I'm explaining to you the next time you decide to launch yourself from ninety-three stories up."

Peter nodded shyly, and Tony turned away from him, clicking at a screen on his wrist. After standing in silence for a few awkward moments, Spider-Man stepped towards him cautiously.

"Okay, I know that was, like,  _really_  bad, but I feel like I could really get the hang of it with just a couple more go's. I'll be sure to catch myself this time before plowing through anymore street vendors. For those few seconds where I was actually gliding, the wings were working really well, and I really want to figure out how to—"

"Yeah, you'll get it," Stark said, sounding distracted. He dropped his arm to his side and marched across the roof, not turning back to look at him. "I need to check out now. There's something I gotta...something I need to...yeah."

His voice trailed off as he continued to the opposite side of the tower. Peter watched him go, furrowing his brow. He knew Mr. Stark was a busy man, but his sudden haste seemed strange, and he couldn't deny the small sting he felt in his gut, watching him leave without any real explanation. He tried not to let it seep into his tone.

"Oh. Okay. Uh, cool. So I guess I'll...see yah, then...?"

Wordlessly, Iron Man strode all the way to edge of the roof but stopped with his feet poking over the lip, hands tight to his sides. Peter expected him to take off and disappear into the sky at any moment, but grew even more confused when he just stood there, unmoving. After a long pause, Tony's shoulders went lax, and he sighed heavily.

"No. I can't just—dammit. I can't do this anymore." He muttered the words to himself more than spoke them out loud, but Peter's sensitive ears managed to catch the quiet monologue. Stark's Iron Man mask peeled from his head and vanished inside his armor, and he glanced at Spider-Man over his shoulder. "Hey, kid. Can you just—come here for a second? I need to talk to you about something."

Peter watched as Tony slowly sat on the edge of the tower, his feet hanging in the open air. A cold uneasiness crept under Spider-Man’s skin.  _Why does he sound so serious all of a sudden? Was it something I said?_  Another stiff and motionless moment later, he reluctantly trekked across the rooftop and sat at his side, crossing his legs and dropping his hands into his lap.

"Talk about what, Mr. Stark? Is everything okay? Did the whipped cream not come out of your suit jacket or something? Do all your clothes smell like frappuccinos now?"

His attempt to dissolve the tension had no effect. Stark traced his gaze over the urban landscape, appearing thoughtful and troubled. His armor whirred with every minuscule movement he made, which were currently a variety of nervous fidgets. After a long hesitation, Tony exhaled softly.

"There's a chance I might have to go away for awhile."

Peter blinked, jaw tight, silent. A disquieting sensation curled around his heart.

"And not just me,” he said. “Nat, Vision, Rhodey—all of us. Ross called us in yesterday and has decided to send us out on a mission."

The wind had a bitter bite to it as it rushed by them, making a quiet  _whooshing_ sound. It sent a chill up Peter's spine as he absorbed Tony's words and struggled to think of an appropriate response.

"He...he can do that?"

"It's part of the agreement we made when we all signed the Accords. If the U.N. finds a threat they dictate worthy of our interference, they can send the Avengers to stop it."

Peter stared at him steadily as he let the words soak in. Then he swallowed, dropping his gaze.

"Where are you going?"

Stark flexed his fingers inside his metal gauntlet. "Wakanda. There's an uprising going on that requires our aid—some rebel group working to steal the Wakandan crown and turn the country back to its old ways of complete reclusion from the outside world."

At the name, Spider-Man couldn't hide his surprise. He remembered learning a little about the African nation of Wakanda in his world history class. There was hardly any concrete information about the country available in textbooks or online; its royal court preferred to maintain a strict level of isolation and secrecy from foreign influences. He thought he'd read an article somewhere suggesting that vibranium, the metal that Captain America's shield was made of, came exclusively from Wakanda. Peter recalled that he had fought alongside the new ruler of Wakanda at the airport battle in Germany: T'Challa, the Black Panther. He hadn’t learned the oddly-dressed man was royalty until after he was back in the states, which kind of sucked. T’Challa had seemed kinda stoic and terrifying, but also, like, a  _major_ badass.

"King T'Challa was actually the one who requested for aid," Tony continued. "He's there, trying to quell the turmoil." He lowered his gaze to his lap. "Along with Cap and the rest of his team."

Peter's eyes went wide. "Captain America is there? And Sam and Ant-Man and all of them?"

Tony nodded. "That, however, is not known to Ross or anyone else. Apparently, after you got shot and they escaped on that boat, T'Challa contacted them and offered them sanctuary in his country. While residing there, they've been trying to help him put down the uprising, but it's become too big for even them to handle. So now we're being called to step in." Stark chuckled. "I don't know that T'Challa asked for help knowing that he'd be sent the other half of the Avengers."

"How did you find out they were there?"

"Cap literally sent me an encoded  _telegram._ Prehistoric bastard."

Peter hinted a smile, but it didn't last long. This was a lot to take in, and he wasn't sure how he was supposed to feel about it. He was a little hurt by the thought of everyone leaving him behind, but that wasn't his biggest concern. There was something about Mr. Stark's solemn disposition that didn't match up with the weight of the news he was delivering. After a thoughtful pause, Peter slowly pulled his mask off his face and balled it up in his hands.

"Mr. Stark, I, uh—I understand that sometimes you and the rest of the Avengers might have to go off and save the world without me because of the Accords. I know your lives don't always revolve around this city like mine does." He lifted his gaze, voice cautious but skeptical. "I feel like you know I understand that. So why are you...why do you seem so hesitant to tell me that you have to leave? I mean, it makes me sad, but...I'll be okay, if it's just for a little while. Do you not want to go to Wakanda?"

"No, it's not..." he stammered, pinching the bridge of his nose with his thumb and forefinger. "It's not that. Adhering to the Accords is the path I've chosen to follow, and I'm not going back on that now. I've made my bed, so I've got to lie in it, too."

Peter shook his head. "Then what? Is it...something else? Something you don't want to tell me? If this is really about your nice clothes I ruined, my aunt is like a stain-removing wizard, and I'm sure she could—"

"It's  _you,_ kid," Mr. Stark finally blurted out, jumping to his feet. Spider-Man flinched, not expecting the sudden outburst. He stared up at the middle-aged Avenger bewilderedly, whose eyes were hollow. He had never seen Tony Stark look so distraught. "And by that, I really mean it's me."

Anxiety rolled in Peter’s stomach. "I—I don't understand."

"Ross wants me to bring you to Wakanda with us," he said, the words seeming to cut him as they left his lips. "Rather, he's _ordered_  me to bring you along because he wants me to prove to him that you're not an enemy to the U.N.'s peacekeeping endeavors."

Peter's entire body tensed in disbelief. His heart skipped a beat and his blood ran cold. "W-what?" he stuttered in shock. "What does he—w-why would he think—?"

"He told me the men he sent into New York to stop Cap's crew came back with reports that you helped Steve escape and immobilized his entire special ops team. Now he's convinced that you're a threat, and he’s demanded that I take you on the mission so you can somehow prove him wrong."

Seething silently, Tony walked back to the edge of the rooftop, sitting beside Spider-Man with a haunted expression. Peter’s mind wandered back to the day he'd fought and webbed up the government soldiers in the basement underneath the warehouse. He had never considered the possibility that defending himself and Captain American might come back and bite him in the ass later on—even more so than a bullet.

The thought terrified him: Spider-Man was viewed as a threat to world peace by the United Nations, and now they expected him to fly across the world and follow their demands to show that he wasn't. It was like some kind of horrible nightmare.

"D-do they know my secret identity?" he managed to ask, his eyes glazed over. Tony sighed and shook his head.

"No. And they aren't requiring that you tell them. Ross claimed that this was a one time test, and if you proved yourself, he'd be done with you." Then he threw up his hands with a scoff. "But that's not the issue here, Peter. They're trying to drag you into a shit-show that has nothing to do with you, and it's all because of me." He pressed the heels of his palms into the rooftop until they ached. "You were right to be worried all along. I never should have forced you to come to Germany or gotten you involved in all this. You wouldn't even be showing up on their radar if it wasn't for me."

The air was stiff and cold. Peter had no words. His insides twisted with sickening uncertainty. Tony Stark released a slow breath.

"Which is why...I'm going to be gone for a while. And during that time, you have to stop being Spider-Man."

Peter stiffened, heart leaping. "What? W-what do you mean? Why?"

"Because they'll come after you if I don't bring you to them, Peter! And I won't be able to protect you from them if they do! The only way to stop this from happening is if you disappear." His voice shook as he spoke, and he turned away from him bitterly. "I hate that I have to ask you to do this, kid. I'm sorry I brought this on you. But it's the only way I can keep you safe from my mistakes."

Panic seized his throat. "I can't just  _stop_  being Spider-Man, Mr. Stark! You can't ask me to do that! Why can't you just—just use your tech and A.I. to keep an eye on me while you're in Wakanda? Let me know when the U.N. guys are in the area so I can lie low when need be, or—"

"I won't be in Wakanda, kid. And I won't have access to any of my tech."

Peter scowled. "Why? Where will you be?"

The Avenger fell silent, refusing to meet his gaze. Confusion and frustration boiled in Peter's blood, until he realized what he was indicating. He sucked in his breath.

"No!"

Tony sighed. "Peter—"

"You can't go to jail, Mr. Stark! Is that what you're saying?"

"I made you a promise, kid. I told you I would never let them do anything to you, no matter what that meant for me."

"No! You can't just give yourself up to them! Just—fly somewhere else! Run away! Don't let them arrest you!"

"I made a choice to endorse the Sokovia Accords. I can't back out on that now. I have to be willing to submit myself to the system I set up to keep the Avengers in check. If I ran away or fought against them, I'd be betraying everything I've created to protect the world. That's a kind of chaos no one can afford right now."

Curling his fists against the ground, Peter opened his mouth to refute him some more, but Stark raised his hand sharply. "This is the only way this can work without both of us becoming fugitives or you being arrested too, kid. And I'm not about to let either of those things happen. You deserve to lead a normal life."

Spider-Man's eyes began to sting. He couldn't let this happen. None of it. He wouldn't be able to live with himself if Mr. Stark was left to rot in a prison cell because he'd refused orders to bring Peter on Ross' mission, nor if he were abandoned here, all alone, unable to use his powers to protect the city he loved unless he wanted to meet the same fate. It would be like living in a cruel, demented purgatory with no escape. Amidst such devastating loss, Peter was certain he would lose himself. The teenager gritted his teeth, then flew to his feet.

"Well, w-what if I don't  _want_ to lead a normal life?" he shouted. "And what if I don't  _want_  you to go to jail for me? You always plan these things out thinking you're doing the right thing, but you never consider how I might feel about it!"

"Peter, please—"

 _"No!_  Okay? I don't care what you think! I'm not going to let this happen—not to you or to me!" His furious expression dissolved suddenly, replaced by a look of startled realization. "Because—because it's not the only option."

Tony narrowed his eyes, stunned by the kid’s ferocity. "What do you mean?"

Peter knelt back down, speaking as fast as he could think. "Look, you said that this Ross guy only wanted me to do this once, right? One mission, just to prove that I'm one of the good guys?"

He could see the gears grinding in Stark's head as he tried to understand where he was going with this in order to denounce it. "Yeah...?"

Spider-Man swallowed. "Well...what if I  _did_  go with you to Wakanda? I could help you guys take control of whatever's going on down there, show him that I'm not a threat to world peace, and then everyone walks away happy?"

Tony buried his face in his hands. "Peter, listen—"

"No,  _you_  listen! If all it takes is me going on one mission to keep you out of prison and get the Sokovia Accords people off my case, then that's what I'm going to do! That's the  _only_  thing to do!"

"It's not going to be just one mission," Stark shot back coldly. "It never is. They'll always have you on record somewhere, and there's always a chance they'll pull this same shit all over again."

Peter scoffed under his breath. "Well, that's a chance we'll have to take. Right now, it's only one mission. And I'm going to do it."

"Really?" Tony chuckled scornfully. "What about school, Pete? What about your aunt? You're really just going to leave everything that matters to you behind to go on some wild goose chase in the African jungle?"

His muscles coiled. He hadn't thought about that. He was already falling behind in school, and it would take some kind of miracle for him to come up with an excuse for all this that his Aunt May would believe. What the hell was he thinking? What was he supposed to say? Yet all he knew was that he had to find a way to make this work. He couldn’t allow someone else he looked up to to take the fall for him ever again.

"Uh...w-well, I'll..." He licked his lips, then lifted his gaze. "You're going to tell my school that...I'm doing a work-study program with you."

A look of surprise came over Tony's features, and he glanced at Spider-Man out of the corner of his eye. From the thoughtful expression on his face, Peter realized they both knew that what he was suggesting might actually work. Then Stark turned away.

"The hell I will."

"Yes, you will! And that's what you'll tell my aunt, too. Say it's part of some Stark internship you're offering. Say we're—we're working on a project together, and that I'll turn in an ass-load of research at the end of the trip in exchange for the days I missed or something. I don't care. They'll do whatever you say. You're Iron Man."

"I'm not going to do that, because you're not going to Wakanda." Stark stood, glaring down at him coldly. "This discussion is over."

Anger suddenly rushed over him, and Peter balled his hands at his sides, his voice rigid. "Well if you think I'm going to stop being Spider-Man for one second while you're in jail, then you're—you're just— _wrong!_  I won't! In fact, I'll go out of my way to be the loudest and flashiest version of myself possible!"

Stark turned on him viciously. "Kid, if you don't promise me you're going to keep yourself safe _right now,_ I'm taking the suit back. All of them."

His words stung him to his core, and he knew his eyes showed it. He wondered if Mr. Stark understood how much the threat hurt him—that he'd essentially be taking away the identity they'd both worked together to build for him: the only part of himself that he was truly confident in. He took a step back, clearly wounded, but tried to swallow it down and mask his pain.

"G-go ahead, then. I'll just do the same thing in my old suit. And you won't be able to stop me."

Peter waited for his reaction, burning beneath Tony's fiery glare, expecting him to implode any second. He could see the rage boiling behind his eyes and hear the choppy, shaky breaths passing between his lips. He didn't think he'd ever seen the Avenger looked as pissed at him as he was in that moment. Nonetheless, Spider-Man stood his ground, heart thumping against his chest, scared out of his mind but uncompromising on his position. His fists trembled at his sides.

The electric standoff between the two heroes seemed to last ages. Tony Stark set his jaw, then dropped his gaze to the ground. His hands slackened with subtle whirs and clicks. He exhaled helplessly.

"Why do you always have to be the biggest pain in my ass? Why can't you just let me take the heat for this?"

Peter blinked. "Do you really think you'll be the only one getting punished if I know you're in prison because of me?"

"I can't drag you across the world to fight another one of my battles, kid. I can't make that mistake again. This isn't like Germany, where no one was trying to actually kill each other. Wakanda is a  _war zone_ right now, and I won't be able to live with myself if you get injured or killed because I brought you there."

"If it’s really as bad as you're saying, then you need all the help you can get! Even if this Ross guy has his own intentions for sending me, I want to help anyway! That's what superheroes do!" He gazed up at him earnestly. "This is my chance to prove myself to you and everyone else that I'm not just some stupid kid with powers. I can be so much more if you just give me a chance."

Tony Stark stared down at him with a steely expression.

"I've made promises too, Mr. Stark. One was that I'd do whatever I could to help people with my powers. I've also promised to try to help you and the rest of the Avengers be a team again after everything that's happened." He paused. "And...I've promised to never let the people I care about suffer for my sake—not when I can stop it." He lifted his eyes, which gleamed with desperation. "Please. I wouldn't be owning up to those promises if I didn't go. And I couldn't live with myself if I stayed behind, knowing that you were in jail and neither of us were around to help people who need it."

The Avenger remained silent. His face was unreadable.

"And when it's all done, and everyone's satisfied to their own ends, we'll both come back okay. The government will be off my case, you won't be in jail, Wakanda will be safer, and maybe the Avengers will be on better terms. And then I'll—I'll write the best damn research paper in the whole world, and I'll make sure to say how awesome and amazing and smart and perfect the great Mr. Stark is for letting me come, and—"

"God,  _alright,"_ Stark groaned defeatedly, dropping his face in his hands to hide a begrudging smile. It became even more difficult when he saw the gigantic grin that broke across Peter's face. "You're just— _ugh."_

"Yes?" Spider-Man exclaimed. Tony turned away from him, shaking his head and sighing.

"I will...shit, I will  _try_  to find a way, okay? I mean, I seriously doubt I could ever convince your aunt  _and_ your school to let you do something like this, and I still have a million other reasons why I shouldn't let you go zipping around in my skull right now, but—"

Tony was interrupted by Peter hugging him around the middle, which nearly made him jump. He stared down at the teen, stiff with surprise.

"Thank you, thank you,  _thank you,_ Mr. Stark! I promise you won't regret this!" He hadn't realized it until now, but Peter really wanted to go to Wakanda with Iron Man and the rest of his crew. Not only because he was going to help the people in danger there, but also because he might get the chance to see all of the Avengers back together again. He'd love to touch base Sam, Cap, and Ant-Man—preferably without the bullet wound through his body this time around. Plus, he'd be going on a real, honest-to-God  _Avengers_ mission! Did  _this_ make him an Avenger? He hoped the witch lady and Hawkeye wouldn't hate him as much as they'd seemed to before. He didn't know exactly how Mr. Stark would get permission from Aunt May and his school, but he knew he could figure it out. Peter held on to him a second longer, nearly lifting him off the ground with his super-strength.

"Okay, that's enough," Tony murmured embarrassedly, pushing him away. "No hugging. We aren't there yet."

Spider-Man's eyes popped open, and he stepped back quickly, flushing pink. "Oops. Uh, s-sorry. Just—thank you."

"I'll see what I can manage to sort out," he said, dusting himself off. "For now, I suggest you strike up a conversation with your aunt about all this. And maybe start a packing list. But _don't_  get your hopes up."

Peter nodded, face beaming. He hoped May would buy his "work-study internship with Mr. Stark" excuse. He also hoped he had enough clean clothing to sustain him through the trip. This was so exciting!

"When are we leaving?" Spider-Man asked, following Tony as he walked across the roof. He was already trying to stitch together a plan to somehow make this crazy misadventure work.

"Day after tomorrow, if I can get all the minutiae figured out by then," he replied.  _Yikes._  Certainly sooner than he'd expected. How many bags should he bring? Could he bring food on the plane? Would they even be taking a plane, or would it be some kind of fancy jet? Then a wave of alarm suddenly washed over him.

"Mr. Stark, how long will we be in Wakanda?"

He shrugged. "I don't have an exact 'leave date' planned, but I expect it will take us at least two weeks to fully nullify the threat there."

Peter stopped in his tracks, heart sinking.  _Oh no..._

When the kid didn't immediately respond, Iron Man turned back to face him, frowning. "What, is that a problem?"

He stood with his eyes downcast, scratching the back of his neck. "N-no, it's just..." he stammered. "I...had a date."

"A date?" Tony repeated, puzzled.

"Yeah. To, the, um—the homecoming dance this Friday."

Stark blinked, then brightened. "Wait—you mean—you asked? And she said yes?"

"Y-yeah. She's really cool." He couldn't keep the gloominess from bleeding into his voice. Tony's proud grin fell when he realized Peter's predicament.

"Aw, kid. I'm sorry. That sucks." He tried to think of some form of solace to offer the dejected hero, but could find none. Sighing, he wrapped an arm around his shoulders. "You know, you could always just tell her you're Spider-Man and that you have to go on some super-secret mission to save the world. It would make all this a whole lot easier."

Peter smiled sadly. "I could. But when have I ever taken the easy route?" He shrugged, staring at his feet. "I'll, uh...I'll figure something out." Tony could tell he was trying to play his disappointment off like it was no big deal, but he knew how much the girl and the dance meant to him—how much those things meant to any kid his age. Being a teenager and maneuvering through that whole mess was hard enough as is; he couldn't imagine how much extra pressure being a superhero added on top of that: physically, socially, and emotionally. It was incredible that Peter was as high-spirited and optimistic as he was all the time. He patted him assuredly on the shoulder, hoping it would all turn out okay for him, then stepped away, his Iron Man helmet crawling back over his face.

"I'll keep you updated on the situation. Just...try not to put this stuff off for too long, alright? We don't have a lot of time."

With that, Iron Man ignited the repulsors on his hands and feet, then blasted into the sky, streaking above the tallest skyscrapers with a trail of smoke following close behind. Peter stood at he edge of the rooftop, watching in awe. When the Avenger had disappeared from sight, he unfolded his Spider-Man mask and pulled it over his head, wondering which part of his exciting but unruly predicament he should tackle first...

* * *

Procrastination. That was always a good way to deal with a difficult situation. Ignore your problems until the last possible second, when you absolutely  _had_ to face them. That's where Peter's mind was as he swung above the street, stopping petty crimes whenever they came about. He figured if he was going to be vacationing away from his beloved and vulnerable city for a couple of weeks, he might as well try to mop up a few low-tier baddies and help out some needy citizens before departing. He foiled a pick-pocket in action, helped plug up a fire hydrant a man had accidentally hit with his car, gave an old lady directions back to Hell's Kitchen (that took a while), and helped a little girl find her dad. As the sun sunk deeper and deeper behind the urban skyline, Spider-Man finally began to consider heading back home to Queens. He couldn't delay the inevitable forever, although he vowed to take the long way across the city, just to kill a bit more time. But as he flipped between buildings and skirted above the heads of pedestrians, a familiar figure among the sparse crowds caught his eye. Peter did a double take, nearly running into a lamppost, then somersaulted through the air and stuck to the side of a Pizza Hut, blinking disbelievingly. A girl with wavy brown hair and an MSST letterman's jacket was walking down the sidewalk, the neon light from a glowing cafe sign gilding her profile. She was rummaging through her purse, shoes clicking against the concrete.  _It's Liz,_ he realized, his heart twirling in his chest at the sight of her and a smile pulling at his lips. She looked like she was in a big hurry to get somewhere. It was funny to see her while he was in costume—it was like he was entirely different person. He couldn't just stroll up and start a conversation like he could if he was in his street clothes as plain ol' Peter Parker—not that that was something he did on the regular. As he watched her march down the road, Peter decided it was better that he just leave her be; she didn't look like she was in the mood to be stopped by some random superhero with a crush, and he really needed to get home himself.

Lit by the pale moonlight, Liz rounded the corner, still digging inside her bag, when a group of men suddenly materialized from the shadows behind an alleyway. Peter's spidey sense flickered to life in the back of his head. His eyes widened as the men motioned to one another then crept around the building after her, snickering. He couldn't believe what he was witnessing. He was carrying himself across the street on rapid strands of webbing long before a blood-curdling scream met his ears.

 _"Let go of me!"_ Liz shrieked, thrashing her arms around to try to tear herself free. The men only laughed, holding her by the shoulders and pulling at her clothes, then threw her to the ground, spilling the contents of her purse across the pavement. The coarse concrete cut her hands as she fell, and she cried out in pain.

"I love when the little ones try an' put up a fight," one of the men cackled, scooping Liz's phone off the sidewalk. Tears streamed down her face as another stooped down and grabbed her by the chin.

"Why don't we take her back to our place and show her how we treat lil' bitches with bad attitudes?"

The gang laughed cruelly, and Liz trembled in terror, the blood in her veins running like ice. Then, out of nowhere, something shot out of the darkness and stuck to the back of the man holding her neck. Before he could even react, he was ripped off the sidewalk and flung across the street, screaming wildly as he hit the wall hard. A net of webbing plastered him to the brick. Not a second later, somebody dropped from the roof above them, moving with unbelievable agility.

"How 'bout instead, I'll show you guys how I treat assholes with ugly _faces?"_  

The figure said the words as he slammed his foot into one guy's nose, webbed two men together and flung them into a garbage bin, then snagged the last thug's ankle with a line of webbing and whipped him on to a streetlight, where he flailed and yelped upside-down until globs of web-fluid splattered over his mouth and body, trapping him in place and silencing him in an instant. All of this occurred in what seemed like a single moment, and the man landed on the ground when the gang was completely immobilized, panting quietly.

Liz stared up at her rescuer in shock, heart racing. He quickly turned back to face her, releasing a small gasp, then knelt in front of her. "Oh gosh. Are you okay, Li—uh, er, l-lady?"

She blinked at the masked man dazedly. The dull light from the lamppost reflected in his wide eye-lenses and outlined his slender frame, along with the colorful details of his full-body costume. As she absorbed the bright red suit and the masked face of the individual, her eyes fluttered in surprise.

"H-hey," Liz said, sitting up a little. "I—I know you."

The vigilante flinched. "W-what? You do?"

She nodded, blinking. "Yeah. I mean, you're that, uh—that Spider-Man guy, right?"

He exhaled with relief. "Oh, right. Whew. I mean, er, y-yeah, I am. That's me. Friendly neighborhood and everything." Then he shook his head, leaning towards her. "Anyways, um, are you hurt at all?"

Liz ran her hands under her eyes, sniffling a little. "N-no, I don't think so," she said, then grimaced and held out her bloody palms. "Well, except for this."

Spider-Man took her shivery hands in his, holding them steady with all the tenderness in the world. Liz realized she was still trembling in fear and found she was unable to make herself stop. Behind his mask, Peter felt sick to his to stomach seeing her look scared, and hoped the disgusting bastards scattered around them who had done thi would rot in jail for a long time. He traced his thumb along her wrist.

"Just a few scrapes, nothing too bad," he insisted. He folded his fingers to his palm and shot a thread of webbing into his opposite hand, then tore it free and pressed one end to her injury. "Uh, may I?"

She looked up at him curiously, then back down at her hand, shrugging. "Um, s-sure. Go for it."

He went to work carefully wrapping the webbing around her palm, using the sticky substance like gauze. After sealing it off, he started doing the same to her other hand, his skin growing warm with her soft gaze trained on him for so long.

"I'm sorry these dickheads attacked you. If you want, I can go around and put really stupid looking web-mustaches on all their dumb faces and you can post pictures of them on the Internet or something."

Liz forced a giggle, still shivering slightly. "N-no, it's okay. I think I just want to go home."

Finishing the web-bandage on her palm, Spider-Man stood and held his hand out. "Gotcha. Well, I'll walk with you, just to make sure you get there okay." He hunched his shoulders. "Uh, y'know—if that's, like, cool with you."

Liz stared up at him with her beautiful brown eyes, nearly sweeping him off his feet. She wiped the tears from her cheeks then smiled. "Are you really him? The spider guy who fought with the Avengers and swings all around New York?"

Peter grinned sheepishly. "Yep. 'Tis I, the one and only. Unless there's another idiot out there who also identifies with arachnids and squeezes his butt into a costume this tight that I haven't heard of yet. I should look it up. Get a trademark. Although, for a number of reasons, I don’t recommend typing that into google."

Liz chuckled, taking his hand and rising to her feet. She walked slowly at first, her knees still wobbling a little, but eventually composed herself enough to balance her steps. Spider-Man followed close to her side, gathering all her things back into her purse and snatching her phone from the man groaning in the trash bin, sticking a rotten banana peel on his forehead jut for good measure. She accepted the bag from him gratefully, and they walked down the quiet street together, silent at first. Peter racked his brain for conversation topics that would be courteous to her current disposition but also not chummy enough to reveal who he was or how much he knew about her. To his surprise, she spoke first, casting him a sideways glance.

"You're kinda...shorter than I thought you'd be. You know, being a superhero and all."

 _Um, ouch?_ he thought, suddenly becoming very aware of the couple extra inches she had on him. He smothered his embarrassment with a nervous laugh. "Aw, what? C'mon. You can't generalize. Us superheroes come in all shapes and sizes. Plus, I'm much more approachable to kids and the vertically challenged than, I don't know, Thor? He's tall, right?"

She scoffed and squeezed her eyes shut. "God, I'm sorry. I don't even know what I'm saying right now, I'm so spun up. Just—thank you. For stopping them."

"That's what I'm here for," he said. "Making the world a better place, one bad guy booty-kick at a time."

"My friend told me he was jumped by a bunch of guys last week, but I never thought about it happening to me. You hear about it all the time, but..." She shook her head as her voice trailed off, hugging her arms around herself. A light laugh escaped her lips. "I guess I've never been saved by a superhero, either. Today is just full of firsts."

 _You and me both_ , Peter thought, folding his hands behind his back as they walked in sync. "Sorry it had to be me then. Looks like you drew the short end of the superhero stick. I'm sure you would've preferred a more high-class hero, like Iron Man or Captain America."

Liz giggled shyly, brushing her shoulder against his. "No, you're great. I'm glad it was you."

"It’s okay. I understand. Your heart only lies with lycra-wearing wonders who are 5'10 or taller. I'm forever cursed to be two inches out of your favor."

"No, honestly. All of my friends are going to be so jealous when I tell them I got to meet you. Especially Flash—he's got, like, the biggest man crush on you of anyone I know."

Peter visibly winced.  _W-wait, what?_ Flash Thompson _actually—?_ He coughed into his hand to hide his discomfort, laughing awkwardly. "Uh, heh, really? That's, um, cool, I guess. Yeah."  _Oh my God, if he had_ any _idea..._

"And I'm sure Peter will be excited. He watches videos of you on Youtube all the time."

He did his best to show no reaction to the name, biting the inside of his cheek behind his mask. "I hope he hasn't seen the one of me crash-landing into the garbage truck. That was as embarrassing as it was stinky. And painful. But hey—it just broke the million view mark. Don't know if that's something to celebrate or cry over."

She laughed under her breath, but Spider-Man couldn't bring himself to join her. Remembering the terrible deed he needed to do, it grew more and more apparent how awful a position he was in. _Here’s the deal:_ _Peter Parker is going to have to rescind_ _his invite to the dance with you,_   _as well as his promise to help put up the decorations. And he has a totally legitimate reason why, but he can't tell you. So he's gonna dump you, the most amazing girl at Midtown, and you're not going understand. And then you're going to hate him forever. Yay..._

Liz suddenly slowed to a stop on the sidewalk. Spider-Man looked up in surprise and had to backtrack. They had reached her apartment. She sighed and turned towards him, hooking a lock of hair behind her ear.

"Well, here we are," she said with a bashful smile. "Um, thanks again for helping me and walking me back. That could've been really bad."

"No problem," he assured her, injecting fake enthusiasm into his voice. His anxious fingers scratched at the back of his neck. "After all, those men were disgusting jerks. And sometimes that's just what men are. Jerks. Total jackasses, in fact. And for the most part, you shouldn't forgive them." Spider-Man paused, dragging a circle in the pavement with his foot "But, uh...sometimes it seems like a guy is being a jerk, when actually there's just a big misunderstanding going on that he can't explain. Maybe he doesn't want to be jerk, but he has no other option except to be one. Those guys occasionally deserve a little leeway."

Liz Allen stared at him with narrowed eyes, wrinkling her nose a few seconds later. "What?"

Peter exhaled helplessly. "Never mind. Just—if someone in the near future seems like they're being an asshole to you, try to go easy on them. There may be more to the story than you can see." He faltered. "B-but not if they’re anything like the men who attacked you. Kindly kick those individuals in the balls, and then a few more times on my behalf."

Liz giggled lightheartedly at his request. "Alright. Whatever you say, Spider-Man." She hoisted her purse higher up on her shoulder, then brightened. "Oh, um, h-hey, if you don't mind." She pulled her phone from her bag, a small blush rising in her cheeks. "Could we take a picture? I don't think any of my friends will believe I actually met you unless I've got photographic evidence. And I doubt I'll ever get another chance to take a selfie with an Avenger."

Peter's heart swelled.  _She sees me as an Avenger? Ha! Suck it, Mr. Stark._ He nodded, grinning from ear to ear. "Sure! Just be sure to nab my good side. I've got enough bad press as it is."

They squeezed together, and Liz snapped a couple photos, laughing at every ridiculous pose he struck. This time, Peter couldn't help but chuckle along with her. When she was satisfied with Liz stock, Spider-Man was surprised when she gave him a quick hug, then stuffed her phone back into her purse. As she trotted backwards toward the door of her apartment, she offered him a wave.

"Thanks again, Spidey. Have a good night, saving the city and all."

Blinking stupidly behind his mask, it took Peter a moment to regather himself and wave back. "Uh, y-yeah! My pleasure! You too! Well, er, not the saving the city part, unless you were actually planning to do that as well, in which case, uh—cool."

She unlatched the lock and stepped inside, but hesitated in the doorway. Liz peered back at the colorful hero and wrinkled her brow.  _You seem...weirdly familiar,_ she wanted to say, drumming her fingers against the wall, but she couldn't decide exactly how or why. Something about his laugh, or maybe his shy yet comedic temperament? She didn't know how to put it, and really didn’t want to sound like some kind of freak. He was a superhero, after all—there was no way they'd ever met before today. So she cast the thought aside and quietly crept into the building, pulling the door shut behind her. Spider-Man stood on the cracked sidewalk in lonely silence, dread dripping from his skin like sweat.

 _You have to tell her at some point,_ he scolded himself, hooking a thread of webbing to the base of lightning rod and wrenching himself off the ground.  _But I guess it doesn't have to be tonight._

The masked vigilante zipped across the milky sky, weaving through the colorful city that offered no solutions to his problems.

* * *

It was nearly ten o'clock by the time Peter swung from a web strand and stuck to the outside of his apartment building, unease slithering along his spine. He had no idea whether his aunt was home or in bed or waiting up for him, but under any circumstance, she was not going to be happy. This was not going to make breaking the news about his little getaway to Africa any easier. Here was another problem that Peter chose to veto for a later hour. For now, all he wanted to do was curl up in bed and have a chance to organize his muddled thoughts.

Spider-Man peeked through his bedroom window, then ever-so-slowly slid the glass up and wiggled his small frame through the opening. He crawled on to the ceiling, shutting the window with one sticky foot, then pulled his mask off his face and tossed it to the floor. His fingers and toes clung to the upside-down surface as he crept across the room.  _All is good,_ he told himself, movements jittery with nervousness as he snagged a small line of webbing to the door and carefully dragged it forward.  _Nothing to see here, folks._ Ninja-like, Peter dropped to the carpet on the balls of his feet, then gently pushed the door the rest of the way in. The hinges creaked with tiny shrieks that made Peter's heart quiver, but eventually clicked into place, enveloping the room in relieving silence. The teenage hero huffed exhaustedly, hands falling to his sides and shoulders relaxing.  _Secret identity: 1, catastrophic disaster: 0._ He dragged himself towards his bed, wondering what kind of excuse he should throw his aunt's way if she asked him in the morning how the hell he'd gotten into his room without her seeing, then suddenly froze. In an instant, all the color drained from his face, and his flesh bristled in shock.

A gaping, wide-eyed face was staring directly at him, stunned stiff. He had no idea how he hadn't noticed until now, but there he was. Ned Leeds, Peter's best friend and classmate, was sitting on his bed, gawking in disbelief at  _his_  best friend, Peter Parker, standing before him in the infamous Spider-Man costume. Peter's veins flooded with panic.  _Oh no!_ he thought, unable to make himself budge.  _He—he sees me! He knows! This is actually happening!_ For a tense, terrible moment, both remained still and silent, unable to make words.

Then, out of nowhere, the nearly-complete Lego Death Star Ned was holding dropped from his hands, shattering into a million tiny pieces on the floor. Peter flinched violently, the crash ripping them both from their dazed stupor. As Ned leapt to his feet, jaw hanging open, a dull voice from the other side of the apartment made Peter's heart flip.

"What was that?" his aunt called. Spider-Man whipped around sharply, stammering through his words.

"Uh—n-nothing!" he yelled back, turning to face his friend's dumfounded expression again. "Nothing!"

"Peter?" Ned squeaked out, eyes bulging. "Y-you're...you're the..."

Peter shook his head frantically. What did he say? What could he do?

"Y-you're the Spider-Man? From  _Youtube?"_

He hit the spider symbol on his chest to make the suit fall from his body. He had to hide it in case his aunt came in and he was found two-for-zero on protecting his arachnid-themed secret. Panicky word-vomit spilled from his lips.

"N-no I'm not," he stuttered out, the red and blue costume flopping into a puddle at his feet. "I'm—I'm not!"

"You were on the  _ceiling!"_ Ned shrieked. Peter stood in front of his friend half-naked, scrambling for some kind of explanation.

"N-no I wasn't! Ned, what are you doing in my  _room?"_

"Aunt May let me in! We said we were gonna finish the Death Star!"

Peter snatched a sweatshirt off his bed, a fierce desire to punch himself in the face expanding in his throat.  _Oh my gosh, I totally forgot about that,_  he realized. He and Ned had even fist-bumped on it yesterday! Why was he always such a freaking  _idiot?_

"Does she  _know?"_  Ned exclaimed in a hushed tone, gesturing towards the door. "Does anybody know?" Peter threw his hands up defeatedly.

"No! Okay? Nobody knows!" Then he faltered, eyeing the mound of red fabric on the floor. "W-well, I mean—Mr. Stark knows 'cause he made my suit, but that's it!"

Ned's eyes practically bugged out of his head. "Tony  _Stark_ made you that? Holy crap!" Confusion and enthusiasm fought for dominance over his beaming face. Then his jaw nearly dropped to the carpet. "Are you an  _Avenger?_

Peter threw the sweatshirt over his head and pulled the baggy fabric past his torso, wondering how he should respond. Anxiety and adrenaline continued to buzz through his system.  _Uh...well, Liz thinks I am, so..._ After another second in thought, he gave a small shrug, a hint of satisfaction flickering across his face. "Y-yeah. Basically."

Ned broke into a baffled grin. He leaned limply against the bed frame, as if he was about to keel over with excitement. Peter’s moment of euphoria crumbled away, and he ran to stand in front of him, frantic with stress.

"Ned, listen. You—you can't tell you anybody about this! You've got to keep it a secret!"

Ned stared at him like he didn't have a head. "A secret?  _Why?"_

"Because you know what she's like!" he hissed, motioning towards the door. "If May finds out people try to kill me every night, she's not going to let me do this anymore!"

"Okay, okay, I'll—I'll level with you," Ned insisted, trying to adopt a calm facade. He could hardly comprehend the jarring discovery he had just stumbled upon. His mind refused to accept it, even as he stared his startled friend dead in the face, whose skin was flushed with alarm. Peter Parker, his best friend and fellow high school nerd, was a freaking  _superhero?_ He had super powers, connections with the Avengers, and a skin-tight, kick-ass super costume? How had he managed to keep this from him for so long? When did this even become a  _thing?_  It was all too much for him to handle, and his poised front quickly shattered into a dorky grin. "I'm sorry, b-but I don't think I can keep this a secret! This is the greatest thing that's ever happened to me!"

Peter gripped his face in his hands and turned away, groaning exasperatedly. "Oh god, I can't believe this is happening right now. I cannot  _believe_  this..."

Just when he thought things couldn't possibly get any more complicated, this had to happen. His secret identity had never been more at risk—and at  _now_  of all times, when his exposure to the rest of world was a more clear and imminent threat to everything and everyone he loved than ever before. And it was his best friend who'd found out! They went to the same school, were in all the same clubs, and met with the same study groups! It was only a matter of time before Ned slipped the truth to everyone and their mother.

"So, wait—let me get this straight," Ned laughed. "You've been like this this whole time? In every day of gym class, when you've acted like you could barely do a single push-up? Or all the times Flash has been a dick to you, and you've never done a thing to stop him? All of it's been, what—you just  _pretending_ to be normal? And not freakin'  _Spider-Man?"_

Peter licked his lips and stared at the floor. "I mean...pretty much. I didn't want to lie, but I didn't want to make it obvious who I really was." He raised his gaze, holding out his hands. "But this only recently happened to me, Ned. I haven't always been like this. It's all still really new to me."

"Oh my god. Can you imagine what Flash would say if he found out he was bullying  _Spider-Man?_ I mean—you're like—his  _idol,_ Peter! This is the weirdest, craziest, awesomest thing ever to happen _ever!"_  Ned slapped his forehead. "Do you know  _all_ of them? The Avenger guys? Do you hang with them on a daily basis? Do you go on insane missions together? Like when you—oh my gosh! Was that you? In the video? Fighting with all of them? In  _Germany?"_

As Peter observed his friend's outlandish enthusiasm, a coy smile overtook his features. Though the situation was dire, he couldn't deny how nice it was to finally have someone who was as psyched about this as he was. On his own, Peter Parker was hardly more than a dorky high schooler. But as Spider-Man, he got to do things most people could only dream of. He was just a regular kid, but he was also a superhero. They were two parts of the same whole that made up his amazing, crazy, topsy-turvy kind of life, and it was a little dispiriting that all his friends only knew half his story.

But this switched things up. Now someone close to him knew the truth. And the fact that it was his best friend who was finally seeing him for who truly he was kind of cool. Ned's excitement about it, which matched his own, was also incredibly refreshing.

"Yeah," he finally answered, allowing a tiny surge of happiness to drizzle over his anxiety. "That was me. Mr. Stark brought me there to help. It was kind of scary and I got beat up a little, but it was also super fun."

"No way!" Ned squealed, waving his arms around like a child on a sugar rush. "I am  _so_ jealous right now! I totally take back what I said before about you not being cool—you're the coolest person I know!" He scrunched up his nose and grinned smugly. "Aw, man! No wonder Liz agreed to go to the dance with you! Did you tell her you're Spider-Man? That's ridiculously unfair for the rest of us."

Sour dismay returned to Peter's throat. He crossed his arms against his chest and chuckled hollowly. "No. She doesn't know I'm Spider-Man. Which makes the fact that I can't actually go to the dance with her anymore a million times worse."

Ned's goofy smile wavered. "You can't? Why?"

He sighed, shrugging his shoulders. "'Cause I...sorta have to...go somewhere else. With the Avengers. In, uh...Africa..."

 _"Africa?"_  Ned gawked. "You're going on an Avengers mission to  _Africa?_ Holy shit, man! What are you gonna do there? Can I come?"

Peter shook his head amusedly. "I don't think so. Sorry, Ned. I wish you could, but I barely convinced Mr. Stark to bring  _me_  along." He bit his lip. "Plus, I...I could really use your help with something here."

Ned beamed. "Oh, name it, dude, and I'm there. Want me to get the assignments you miss from school? Or make you a kick-ass Spider-Man Internet blog? Or be your tech-savvy guy in the chair?"

"That would be amazing, actually," Peter said, breaking into a grin. He'd never considered how nice it could be to have someone ‘on the inside’ to lend him a hand in times when he was heroically indisposed, and nobody was more qualified for the position than Ned. Then his smile fell. "But what I was really going to ask was...I'm sorry, this is such a dick move for me, but...uh..."

"You need me to fill in for you on the homecoming committee?" he finished for him, raising an eyebrow. "Done and done. I got your back."

"It's totally unfair for me to ask when I was just complaining about it last night, and I know we were planning on doing it together, and I wish I could just—"

Ned held up his hand to stop him. "Don't worry about it. Anything for my newly-discovered, secretly-super, Youtube-famous best friend. And what better way to hunt for a hoco date than in a sea of girls with no competition from anyone else? Trust me: you're doing  _me_  the favor."

Peter wanted to melt with gratitude. "Ned, I can't thank you enough for this. I have no idea how I could ever make it up to you."

"I do," he said slyly. "Can I try the suit on?"

Peter glanced down at the bundle of fabric at his feet then back up at his friend. "Uh, sure?"

While Ned snagged the mask from the pile and pulled it over his head eagerly, Peter retrieved his phone from the costume's belt and clicked the screen on. Unconsciously, he shot a web strand on to the ceiling and dangled upside-down as he looked at his messages, scrolling through the texts and emails.  _Mr. Stark hasn't responded back yet,_ he noted, feeling a bit worried.  _I hope that doesn't mean anything bad._ He frowned at his grade in English, which had dropped painfully low since his teacher had yet to change his essay score from a big, fat zero.

"What do yah think?" Ned exclaimed, spinning towards him with his hands on his hips, the Spider-Man mask proudly covering his face. "Badass, right?" Then he gasped. "Oh my gosh! How are you doing that?"

Peter stared at him blankly for a moment before realizing the strange position he had settled into. It felt so natural and he did it so often when he was in the comfort and privacy of his own room that he'd jumped into it without even thinking about it. He suddenly became very keen to the fact that he swaying slightly from side to side, and smiled shyly. "Oh, sorry, I just—it just feels normal to me I guess."

"How the hell did this all happen to you? What made you all spidery?"

Peter shrugged. "A really weird spider bite."

"Really?"

"Yeah, I think so."

"That's dope, man."

"Right? It hurt like hell though."

"Can it bite me?"

"No, it's dead."

"Dammit. But, so, wait. You're really, y'know... _like_  a spider?" He studied him thoughtfully, scratching his hair. "You can climb stuff, make webbing, hang upside-down, all that junk? Do you have, like, venomous fangs or whatever?"

"No," Peter giggled, "and I manufacture the webbing—it doesn't, like, come out of my body or anything like that."

"Can you summon an army of spiders? Have you had any weird cravings to eat bugs? Is Charlotte's Web, like, a thousand times more tragic to you now than it was before?"

"No, not yet, and not really," he chuckled. "I'm not  _that_  cool. Or freaky. Or, uh, sensitive."

"This is going to be so great!" Ned cheered. "I never thought I'd get to be friends with a _superhero,_ or be able to help them out on all their valiant quests to save the world! And I never,  _ever_ thought _you_  of all people would be the superhero I got to help! You've hidden it so well up until this point!" He pulled off the Spider-Man mask and tapped at his chin. "Although, your excessive lack of punctuality and your constantly piss-poor excuses for it have always been a bit suspect. But now I realize that's all been you being a super-badass and trying to keep it a secret this whole time, right?"

"Mostly, yeah," said, dropping back to the floor and gathering the soupy costume into his arms. He tossed the suit into the closet and shut the door, turning to face his friend with a troubled expression. "But seriously, Ned—you've got to keep this between us. I've made a lot of enemies as Spider-Man, and if people knew he was me, they might come after you or my aunt or anyone else I care about to get at me."  _Like, I don't know, the government men who are forcing me to go to Wakanda?_  he thought dismally.  _Or maybe even some of the bad guys I've managed to piss off._ Being unmasked to the world would be a living nightmare of threats and uncertainty, and Peter didn't think he’d be able to stand it. His voice began to waver. "And May, I mean, she's already been through so much as it is, y’know? I can't—I can't do that to her right now. So—just—please."

At the desperation in his friend's tone, Ned's eyes softened. He realized how important and serious this secret was, especially with the lengths Peter had gone to keep it under wraps up to this point. He swallowed. "O-okay. I mean, of course. I'll—I'll do my best, Peter." Peter knew this was an unjustly tall order to ask of his friend, but he didn't have any other choice. Both of their lives as they knew them were at stake. Ned frowned at the floor. "So, uh...what are you going to tell May about the whole 'African Avenger Adventure' thing? Do you really think she'll be okay with it?"

"I'm going to say it's for a internship thing Mr. Stark is offering me. He's already trying to get it sorted out with the school, and then he said he'd talk to her about it. But I need to at least bring it up with May tonight because I'm leaving in two days."

Ned puffed out his cheeks. "Wow. This is the most insane thing I've ever been a part of. I hope your teachers don't screw you over for missing more classes."

Peter opened his mouth to reply, when the sound of bare feet ghosting across carpet met his ears. He glanced at the door just as the handle turned and a head peeked into the room, making his stomach lurch in alarm.

"Who's missing more classes?" Aunt May repeated, stepping inside, brow wrinkled. When her eyes fell upon the startled faces of her nephew and his friend, they widened in surprise. "Peter? When did you get here? I didn't hear you come in."

Ned and Peter shared a glance wrought panic.  _Crap! What do we say? What do we do?_ Peter stared back at his aunt, mouth dry and heart racing, but Ned jumped to his rescue.

"I let him in," he blurted out, pressing his hands tightly to his sides. "And uh...P-Peter was just telling me how he's thinking about doing an internship with Tony Stark, and that he might have to miss school for it."

"An internship?" she said, turning to her nephew. "Really?"

Peter blinked. "Uh, y-yeah. Well, he wants me to go on another quick work-study trip with him, and then continue from there by meeting up after school. I was actually just about to come out and talk about it with you."

"How long will you be gone? Is your school okay with it?"

"About two weeks. Mr. Stark said he'd work something out. I'll probably just have to turn in a research paper and go in for tutorials the following week."

She pushed her glasses up the bridge of her nose, looking thoughtful for a few moments. Peter held his breath, lips pursed together rigidly, switching his gaze between his aunt and Ned. Then May shrugged, smiling. "Wow. Sounds cool. I'd like to talk with Mr. Stark about it a little more before shipping you off, though."

It felt like a hundred tons were lifted off Peter's chest. A slow breath seeped between his lips. "Oh, of course. He'll probably come over tomorrow to discuss it with you. I know it's a little short notice, but I'd really like to go."

She grinned at her nephew's childish excitement, stunned by how many incredible opportunities seemed to be coming his way despite his young age, then glanced at his friend. "Ned, your mom called saying you weren't picking up your phone. I think you'd ought to let her know you're here and maybe think about heading home soon. It's getting pretty late."

Ned slipped his phone out of his pocket and scowled at the screen. "Aw, man. I had it on silent. Sorry, May. Thanks for letting me know." He turned to Peter, eyes sharp with understanding, a mischievous smile twitching at the corner of his lip. "I better go. See yah later, Pete." He punched him in the arm, then skipped out of the room, shuffling past Aunt May with an innocent grin. She waited until he had left the apartment, then looked back to nephew, crossing her arms over her chest and leaning against the doorframe.

"What happened to the Death Star?" she asked, eyeing the ocean of Lego pieces scattered across the floor. Peter shrugged.

"Ned dropped it by accident. Now we've got to start all over."

"That's too bad," she said.

"Yeah. But I'm not sure where we'd put it, even if we ever actually managed to finish it."

She watched Peter gather the Lego pieces into a pile and dump them into a plastic container, weighing how she should word her thoughts.

"Peter, I'm very proud of you."

He stopped what he was doing, looking almost frightened, then turned to face his loving guardian, standing upright.

"Huh? What for?"

"I mean, look at you: only fifteen years old, and already getting internship offers from famous people and pursuing opportunities I would've never even  _imagined_  were available to someone your age." She walked towards him, smiling softly. "Just when I think my little man couldn't  _possibly_  amaze me any more than he already has, you always find a way to prove me wrong."

At her kindness, Peter's ears burned with a mix of guilt and bashfulness. Even though his aunt's compliment  _could_  apply to the fact that he was flying overseas to fight bad guys with the Avengers rather than going on an research trip with Tony Stark, he doubted she'd be saying what she was saying now if she knew where the truth lied. He couldn't bring himself to meet her gaze.

"It probably sounds a lot cooler than it actually will be. I'm pretty sure I'll just be taking mountains of notes, bringing Mr. Stark coffee and donuts, and writing boring reports the whole time."

"And always so humble," she added, rubbing his arms. "You don't have to act modest, Pete. I can tell you're really excited about this, and you should be. It's a testament to what an incredibly smart, driven, and amazing young man you are." She bundled him into a big, snugly hug. "I just wish you could be all those things while staying home with me. I never thought I'd have to deal with you leaving me for bigger and better things until you got to college."

His throat tightened. "Nothing could ever be bigger or better to me than you, May," he assured her, hugging her back. For once, he was speaking to his guardian with complete honesty. He heard her chuckle, then heave a lofty sigh.

"That's what I like to hear," she replied. May held him close for a few more seconds. Something inside her seemed to ache with an unspeakable pain. She never wanted to let him go. She closed her eyes. "Peter, I want you to know that even if you didn't have any of this crazy genius or talent going for you, that even if you were just a regular kid with no Tony Stark internship or big brain or unstoppable determination, I'd still be just as proud of you. I'd look at you with the same amount of love and pride as I do now. Because you're my little man, and that's all that matters to me. And I know Ben would feel the same."

Peter blinked slowly, taking a moment to appreciate the comforting feeling of his aunt's loving arms wrapped around him. In spite of all the anxiety and grief his aunt caused him, Peter couldn't imagine how he would ever carry on without her. Before he realized it, he was blinking back tears.

"Thanks, May," he finally replied, swallowing painfully and pressing his face into her shoulder. "I—I know. I’m glad you'll love me and support me no matter what, even when I pack my bag by dumping everything inside with no thought or organization whatsoever."

Aunt May scoffed and pulled away from her nephew, ruffling his hair. "Uh-huh, very cute. How 'bout instead I help you out so you don't embarrass yourself in front of all your new white-collar friends?"

"Oh, golly, why didn't I think of that? That was _definitely_  not what I was suggesting. But, hey, if you insist..."

She rolled her eyes, then blew a big raspberry into his cheek, making him wrinkle his nose and flinch away with a laugh. "Let's get to it then, brat."

* * *

"An internship? With  _Tony Stark?_ Are you serious?"

Peter nodded reluctantly, leaning forward with his elbows resting on his knees. The two teenagers sat at a bench near the front of Midtown Science.

"Yeah. I leave tomorrow morning."

"That's amazing, Peter! How the hell did you get chosen for something like that?"

"It's a long story. He sort of approached me about it out of the blue. It's been a very crazy week."

"I'll bet."

Peter licked his lips and kneaded his hands together in his lap, eyes averted from her glowing grin. Chattering pedestrians and colorful cars whizzed by them cheerfully; their surroundings seemed ironically juxtaposed against what he was about to say. He sighed.

"But, uh...this internship means I'll probably be gone for awhile. Like...the next two weeks or so."

Liz's bright smile wavered sharply. "Two weeks?"

"Y-yeah," he stammered. "Which means...I won't be here for the homecoming dance...or the set-up...or any of the stuff I promised you I'd be at."

The disappointment in her expression was crippling. Her fingers tightened around her books, and her shoulders wilted. "O-oh. That, uh...wow." She swallowed, staring at her feet. "That—that really sucks."

"I'm so sorry, Liz. I never would have asked to be on the homecoming committee or for you to go with me to the dance if I knew I wasn't going to be able to do either. I was offered the internship only yesterday and I had no idea it'd be happening this soon." He pulled his phone from his pocket. "But, um—my friend Ned said he'd replace me as your decorations guy, so you don't need to worry about that. I can give you his number if you want."

She stared at him despondently, opening her mouth as if to say something but forming no words. Eventually, she dropped her gaze, accepting his phone and typing the number into her contacts in silence.  _I am such a jerk,_ Petertold himself, his tongue tasting sour. He'd thought being a superhero meant he was going to be helping people and saving the day, but was it all really worth it if that meant hurting and lying to the people he cared about over and over again? The longer the silence stretched on, the more it felt like Peter's heart was being sawed out of his chest. When she was finished, she returned his phone to him rigidly, and he placed it in his lap, along with his hands. A couple walked by them, holding hands and laughing without a care in the world.

"Well, I'm not gonna lie—I'm pretty disappointed," Liz finally said, breaking the icy barrier. "But you've also got the best excuse in the world for not going, so I can't really be pissed." She turned to him with a sad smile, and Peter met her gaze shamefully.

"I really hope you can forgive me," he said. "And I hope you'll still be able to have a great time. If it turns out half as good as you've planned it to be, I know it'll be awesome."

"Don't apologize. I'm not mad at you." She hesitated, wringing her bandaged hands together, her face hinting a pinkish tint. "I'm just...I guess I'm just sad I don't get to go with you now. I was actually really looking forward to it. You're, um...you're nice and funny, and I bet we would've had a good time."

Peter's cheeks colored, and he smiled shyly. "I'm, uh—th-thanks. I'm really sad I won't get to go with you, either. Y-you're like...y'know, the nicest, smartest, most beautiful girl I've ever met, so..." She lifted her gaze to his, and he scratched the back of neck, simmering with bashfulness. "I guess for me, it all kinda seemed a little too good to be true from the beginning."

Liz's eyes traced over him with interest, and Peter feared he would transform into the tomato his skin's pigment was so accurately emulating. He felt like he had just snipped a wire on a bomb detonator and was waiting to see whether or not it was going to explode in his face. The battle between anxiety and anticipation raging inside him was interrupted by a pair of lips suddenly kissing him on the cheek. Peter went stiff with surprise, hardly able to process the affectionate gesture until Liz pulled away, giggling sheepishly.

"Maybe we can try to do something once you get back. But for now, I wish you the best of luck for your internship. You're the smartest guy I know, so you'll kill it for sure."

Peter blinked at her, wide-eyed, resisting the urge to touch the warm spot on his face that her lips had left behind. He racked his brain for something coherent to say, but his mind had turned to mush. Before he had the chance to open his mouth and embarrass himself further, a car pulled to a stop against the curb in front of them, turning both of their heads. How could it not?—it was a flaming red Ferrari, sleek and athletic and startlingly luxurious. The sunlight seemed to make the entire vehicle glow with a golden aura. The two teenagers were a little starstruck by the sight, but not nearly as much as they were when a familiar figure in a dark gray suit with black Ray-Bans and a sharply trimmed goatee stepped out of the car and threw them a smile and a wave.

"Oh, hey there, Mr. Parker. Just the man I was looking for."

"Oh my god," Liz whispered. "Is—is that—?"

The one and only Tony Stark strolled towards them confidently, one hand hanging in his pocket while he slipped the sunglasses off his face with the other. It looked like he had whipped out his nicest clothes and the hottest car he owned just for the sake of coming to meet them. He stopped in front of the two high schoolers gawking at him from the bench like a model posing for a photo shoot, flashing them a cool grin.

"Great news, kiddo. I got everything sorted out with your school and your aunt, and you're officially cleared to head out with me tomorrow morning."

Peter stared at the Avenger bemusedly, wondering why the hell he hadn't just called him or something instead of dressing to the nines and driving all the way here to tell him in person. Nonetheless, his words brought a smile to his face. "Oh. Uh, awesome! Thank you so much, Mr. Stark!" He turned to Liz, whose mouth was still gaping as wide as a canyon, and coughed awkwardly. "Uh, Liz, this is—um, well—"

"Tony  _Stark?"_ she stammered, clambering to her feet. Her books nearly fumbled out of her arms. "Oh—oh my gosh. Hi."

"Hello, miss," Tony replied smoothly, offering her his hand. She blinked at it for a moment before giving it a shake, beaming like the fourth of July. Her stunning grin was so contagious, Peter couldn't help but mirror. Clearly he wasn’t the only one who fawned over Tony Stark on the regular. When she finally released the Avenger's palm, Stark buried his fist back into his pocket. "I'm guessing you must be the lovely Liz Allen I've heard so much about."

She hugged her books against her chest with startled shyness. "Where have you heard about me from?"

He nodded towards Peter. "Why, Mr. Parker here has talked about hardly anything else since I first approached him. I'm sure you've gathered by now that he has quite a crush on you."

Peter's entire face grew hot in response, and Liz turned towards him with a smile. "Really? You told Iron Man about me?"

Peter retreated skittishly. "Well, y-yeah, but not—not, like, in a  _creepy_ —just, y'know, how you're cool and smart and great and—and stuff."

She giggled into her hand, and Tony shook his head. "He's been asking for all kinds of advice on how to impress you and make you like him. You should have seen his face when I told him the internship would carry through this week. He’s absolutely devastated that he won’t be able to attend the dance with you. I hope you'll forgive me for depriving you of his presence."

While Peter melted into a puddle of embarrassment, Liz laughed. "Well, I'm glad to see it's for a worthy cause. I'd love to get pictures and updates on what you're working on together, if that's not too much to ask."

"Of course. That sounds fair. Wouldn't you agree, Mr. Parker?"

The billionaire threw him a quick wink, grinning smugly. As embarassing as all of this was, it was obvious Mr. Stark was doing his best to dull the blow of Peter's required dumping of Liz. And, on account of Liz's brilliant smile and lifted spirits, he had clearly accomplished his mission. Although still blushing tremendously, Peter allowed a smile to spread across his face.

"Yeah. It's the least I could do."

"Awesome!" she exclaimed. She turned back to Tony Stark cheerfully. "This is really—this is the coolest thing ever. I've met more superheroes in the past two days than I have in my entire life. First Spider-Man, now  _you—"_

"Oh, you've met Spider-Man?" he asked, casting Peter a sideways glance. "That's exciting."

"Yeah. He saved me from a group of thugs last night. Kicked all their butts then walked me home."

"Sounds like a real hero," Tony remarked. He wrapped an arm around Peter's shoulders and gave him a few heavy-handed pats. "Parker here is a pretty big fan of Spider-Man too, aren't yah?"

Peter glanced between Stark and Liz rapidly, swallowing the lump in his throat. "Uh, yep. Sure am. He's great. Nice man. S-solid dude. That's, um, scary that you got attacked by thugs, though. I'm glad he was there to help."

"Me too," she agreed, unconsciously rubbing at the scrapes on her palms. Tony smirked at the two teens amusedly, noting the rosy glow in both of their faces, then cleared his throat with a hand to his chest.

"Anyway, Mr. Parker and I have a lot of things we need to discuss, so I regret to say I'll be stealing him away from you now. It was a pleasure to meet you, Ms. Allen."

She beamed up at the Avenger bashfully. "Thank you, Mr. Stark. Great to meet you, too." Her beautiful gaze switched back to Peter, and she grinned at him with bright eyes and hunched shoulders. "See yah, Peter. Good luck with the internship."

He smiled, a tinge of regret still clinging to his words. "Th-thanks. And you, with dance."

They held each other's gazes a moment longer, wondering if there was something else that should be said or done. But Tony nudged Peter towards the curb before either could act, and so they parted ways on that sincere but unsatisfactory note. He slipped into the shotgun seat of the Ferrari with his head in the clouds. As Stark fired up the engine and put the car in drive, Peter turned to see Liz still standing on the sidewalk, clutching her books like they were some kind of lifeline. She smiled shyly and gave a small wave, right as the car peeled away from the curb. Peter watched her shrink farther and farther into the distance until she disappeared behind a wall of vehicles and foot traffic. Then it was just him, Mr. Stark, and the deafening roar of the engine, which drowned out every other noise in the world. Tony shot a glance at the kid, who looked absorbed in his thoughts as he stared out the window. After another long stretch of silence, he gave a small shrug.

"You should've kissed her."

Immediately ripped out of his daze, Peter's face went scarlet.

"W-what?" he sputtered. "No!"

"You should've! That was the mother of all make-out opportunities right there, and you totally should have gone for it."

"I was  _not_ about to do that with you standing right there! No way."

"Oh, so _I_ was the problem. I see. So if I hadn’t shown up, you’d for sure have locked lips?"

"No! I mean—ugh, I don't know!"

Tony chuckled. "I'm just saying, I think she was hinting at it. And don't think I didn't catch that little peck on the cheek she gave you right before I pulled up. Classic grooming tactic."

The teenager groaned, pulling his shirt over his face and sinking into his chair.

"What? It was cute! Stop being such a spazz. And what was all that about Spider-Man saving her yesterday? Was that you?"

"That's a definite possibility," he murmured, voice muffled. Hesitating for a second, he peeked through the neck hole of his shirt and frowned. "Where are we going?"

"I'll just drop you off at your apartment. I wanted to make you look cool in front of your lady friend since it's my fault you won't get to go to the dance with her. You're welcome, by the way."

"Oh. Well, thanks." He crossed his arms against his chest. "You're still annoying, though."

" _I'm_  the annoying one?" he snorted, jabbing him in the side. "You're the little wimp who won't kiss a girl no matter how obvious it is that she likes you back! You have no idea how painful that was to watch."

"Quit it!" he giggled. "I’ve never even kissed someone before! I wasn't going to just do it out of the blue!"

"That's typically how the best kisses are delivered," he insisted, "and usually how first kisses end up happening. Sometimes you've just got to go for it."

 _Or don't and avoid getting slapped across the mouth,_ he thought to himself. In truth, Peter had a feeling Liz wouldn't have minded if he had. Maybe she  _had_  been waiting for him to ‘make a move’ or whatever. But at the time, it just hadn't felt right. And it wasn't only because Mr. Stark had been watching them like two fish in a bowl. He wanted it to be something special, and he figured he'd just  _know_ when the moment came. This time hadn't been the moment for him. So what? If Liz really did like him, he hoped he'd have more chances in the future. Just the thought of actually trying to  _kiss_  Liz Allen made his face flush deeply and his guts burn with anxiety, but also tickled him with fuzzy warmth. With a sigh, he sat upright again, combing his fingers through his hair.

"How 'bout I stress about my romantic incompetency after we get back from Wakanda? 'Cause I don't think my ability to read whether or not I should kiss someone is going to be  _that_  applicable to fighting bad guys with the Avengers. If it is, this is going to be one very interesting trip." He tilted his head to the side. "Were you being serious about having everything sorted out with May and my school?"

"Yep. You've got the green light. You'll just need to turn in a full report on everything we do whenever you get back."

"Well, what am I going to write about? Are we going to actually study something together, or do I have to just make stuff up?"

Stark clicked his teeth, frowning at the road. "I dunno. We'll have to cross that bridge when we come to it."

Peter didn't like the idea of waiting until the last minute to think about something that his suffering grade severely depended on, but he was too excited to dwell on it long. This was all actually happening, he realized. He was going on a mission with the Avengers! A  _real_  mission to help  _real_  people—and this one didn't require that he fight against the heroes he wanted to save the world alongside. He wondered if he could practice using his new web-wings while there and find a way to use them to his advantage in battle. They seemed a little finicky, but he was determined to show Mr. Stark that he could conquer anything he threw his way. _It’s odd that Mr. Stark gave me the new suit just before setting out to leave,_ he realized. _Especially since he’d planned for me not to go with him in the first place and for me to take a hiatus from being Spider-Man while he was gone_.

Had Tony expected him not to listen? Had he intended to bring Spider-Man with him all along?

Or maybe Mr. Stark knew Peter was never going to let him follow through on his scheme to throw himself in jail, and had anticipated the kid coming up with some kind of solution that necessitated both of their freedom and his continued efforts as the masked vigilante. Thus, why not give him a fancy new costume?

The car rolled to a stop by his apartment building, drawing glances from passersby. Tony Stark rested his hand on the steering wheel. "I'll be by around eight in the morning to pick you up. We'll meet with everyone at the Avengers facility upstate, then head out from there. Try to be cool. Sound good?"

Peter stepped out of the Ferrari, nodding eagerly. "Okay. I'll bring all of my rarest Yu-Gi-Oh cards and wear my lucky underwear. See you bright and early, Mr. Stark!"

He snorted under his breath, watching the kid skip across the sidewalk and up the short staircase. Then, out of nowhere, a wave of uneasiness suddenly lolled over him. He really hoped he wasn't going to hate himself later on for letting the young hero dig himself deeper and deeper into the trench of Tony Stark’s problems. He really hoped he wasn't making the biggest mistake of his life by agreeing to bring him along on a life-or-death adventure across the world. He hoped they could just get through this without all of the nightmares that haunted his conscience manifesting themselves in the real world. When Peter vanished into the building with a grin and a wave, Tony reentered the stream of traffic, kneading at his temples and struggling to ignore the phantom pain gnawing at his chest.

Neither hero slept soundly that night, but for very different reasons.

**Notes for the Chapter:**

> I'm on vacation right now (saw Hamilton in Chicago and now I'm visiting DC!) so chapters coming a little more slowly. Hope you like the weird direction this is taking :P


	11. The Plane Ride Over (Part 2)

With a hug and kiss goodbye from his aunt, Peter was carted from his home the following morning. The loud streets and towering buildings he'd lived among his entire life soon faded into a jagged silhouette behind them, growing fainter and fainter against the horizon. Throughout the long car ride, Tony Stark was yawning and rubbing at his eyes sleepily; on the other hand, Peter Parker could hardly contain his jittery excitement. The kid jabbered on and on with question after question for the whole three hours it took them to finally reach the Avengers facility, with Tony offering little more than the occasional nod or grunt in return.

As the car came upon the massive white buildings, Peter gasped and pressed against the window, peering through the glass in awe. It looked like a really fancy college campus or a research facility where people blew stuff up and called it science. The main building and its surrounding bases sat in a field of perfectly green grass and were circled by a large, flat deck dotted with all kinds of enormous aircrafts that Peter had never seen before. His wide, wandering eyes caught sight of the signature Avengers "A" embossed on the wall of the entranceway, which glistened boldly in the morning sunlight, and a huge smile broke across his face.  _This is so freakin' cool!_ he thought, wondering if he could ask Mr. Stark to let him climb the building and take his picture next to it, but eventually opting against the idea. After driving into the underground parking garage and pulling into Tony's reserved spot, Peter was startled from his sightseeing by a lump of fabric hitting him in the back of the head. He turned around to find his Spider-Man mask flopped on the seat, and he picked it up with a frown.

"If you're planning on keeping your identity a secret this entire trip, you'd better get used to wearing your spider-onesie the whole time. From here on out, there's going to eyes on you everywhere."

A little unsettled by the thought but refusing to let it mar his excitement, Peter nodded and quickly pulled the mask over his head, then slipped out of his cover clothes to unveil the Spider-Man costume concealed underneath. For the next two weeks, he had to remember: he was Spider-Man, masked hero and super-badass, not Peter Parker, loser fifteen-year-old whose friends and family were screwed if he was found out. This would be the first time that he'd have to maintain his spidery alter-ego continuously from day to day without ever losing face. It was like he was going undercover, except he wasn't in a brooding, James Bond-style spy thriller with fifty different plot twists involving weird code names. And he had to wear a skin-tight, spider-themed lycra suit 24/7.

The minute the two of them set foot in the Avengers facility, Peter found himself breathless. It was unlike any other place in New York that he had ever visited. The ceiling seemed to stretch a hundred feet tall and opened up to the bright blue sky. Each area of the building was sectioned off by angular walls and pillars which boasted their own unique shape and design. Overhead walkways snaked in all different directions, allowing hundreds of people to march like ants above their heads. Everything had a sharp, clean preciseness about it. With every glance, there was something new and more exciting to look at, from the hoards of men and women parading by in fancy suits to the Avengers logos stamped on seemingly everything: doorways, badges, clipboards, even the coffee mugs held in the employees' fists. Peter was so overwhelmed by it all, he didn't realize he had stopped in the middle of the floor to gaze in wonder until Tony pushed him in the back. Laughing to himself, he quickly fell in at Mr. Stark's side, staring around the building with bulging eyes and a spring in his step.

"This place is awesome!" he whispered, catching strange looks from people as they walked by. "What do all these guys do here? Why do they look so serious? They're in a freaking Avengers building! Everyone should be smiling! That should be a requirement!"

"They're from the federal government," Tony hissed back. "No one smiles there. Keep your trap shut."

Stark's voice sounded strained and uneasy, and Spider-Man shot a quick glance at him. He suddenly appeared very distressed; a small line of sweat was beaded across his forehead and his shoulders were tight with anxiety. Peter wondered why—was there something about this place that made him uneasy?—until he remembered how relentlessly Tony had fought to not have to bring Spider-Man here, and the price he was willing to pay to keep him away from these men. His fear was very sobering, though Peter did his best not to let it faze him.

They trekked across the tile and eventually through a pair of black doors, entering what appeared to be a wide conference room overlooking the airship runway. Peter's heart leapt in his chest as he identified the faces inside: James Rhodes, who was sitting in a chair near the back, Natasha Romanoff, who stood with her shoulder against the wall, and Vision, who was seated at the long table. No matter how many times he saw these people in person, it was always a humbling line-up to be in the presence of. There was also a man with his back to the window. Peter didn’t recognize him. He was flanked on both sides by two bodyguards and had a cold, stern frown permanently gnarling his facial features. Peter assumed he was the Ross guy Tony had mentioned so many times, and his jaw immediately clenched behind his lips. All eyes turned towards he and Mr. Stark as the doors shut behind them, and Tony offered them a nod.

"Hey. Sorry we're late. New York traffic is the worst."

By the looks of surprise and confusion that came over Rhodey, Vision, and Natasha's faces, it was clear they hadn't been informed that Spider-Man would be partaking in this mission with them. Peter gave a hesitant wave, and the angry man motioned them forward. Peter mimicked Stark's every move as they sat down at the table.

"I'm aware you've all been briefed on the mission," Ross said in a gruff voice, eyes flickering over to Spider-Man, "and have informed those who have not. So I'll make this concise." A map materialized on the opposite wall, and he pointed to a small, landlocked country in northeastern Africa. "The exact location of the civilization within the territory known as Wakanda is still uncertain to us. We assume it's either spread throughout the jungle in this area or concealed somewhere deep within. Due to the Wakandan people's preference for secrecy, T'Challa has asked that we drop you off on the outskirts and that you make your way inland from there. He claimed he would meet you halfway and lead you the rest of the way into the country whenever he deemed it appropriate. Fair enough?"

Everyone nodded silently. From the looks on the other Avengers' faces, they weren't fans of Ross either.

"Your job is to extinguish the threat in Wakanda however King T'Challa sees fit. Nothing beyond that and nothing less. The safety of the civilians is your top priority. The wilderness out there can be just as ruthless as the combatants you'll be facing, so make sure you're prepared. Your bags have been loaded, and your ride is waiting for you on the flight deck." He veered his gaze over every face in the room, eyes cold and icy. "Any questions?"

Peter had about a million, but for once thought it best to keep his fat mouth shut. When no one replied, Ross nodded. "Alright. Load up."

Everybody rose and began filing towards the doorway like robots. Tony stayed back to offer Rhodey a sturdy arm to brace against. Peter stood and followed suit with the others, wondering which jet out of all the funky ones lined along the platform was theirs.

"Except for you, Spider-Man."

The teen stopped rigidly, arms stiff at his sides. His bones felt brittle as he turned back around.

"I need to speak with you alone for a moment."

Peter shot a glance at Tony, feeling his chest grow tight. Stark met his startled gaze then glared at Secretary Ross.

"You said he didn't have to answer any questions. He just has to go on the mission with us. That was the deal."

"I can't go into this completely blind, Stark. How do I even know you brought me the right guy?" He scowled at Peter skeptically. "Anyone could be under that mask."

Tony handed Rhodey off to Natasha, who led him out of the room reluctantly. "It is him. You seriously think I just dressed up some random kid on the street and brought him here?"

Spider-Man grinned between the glaring men nervously, shrugging. "He has a point, Mr. Stark. I could be Nick Fury or the Hulk or Amy Poehler for all he knows." When Ross only frowned at him, grumpy face absent of amusement, Peter cleared his throat. "B-but, um, I think _this_ —" he continued, leaping off the floor with a twist and sticking to the ceiling, "—should be convincing enough, right?"

He flinched back in surprise, the sudden display of superhuman ability unexpected. Peter enjoyed seeing the sinister Secretary's stoic facade break for an instant, although it didn't take long for a scowl to reclaim his features.

"Get down from there. You're going to break something."

His upside-down smile fell, and he dropped back to the ground skittishly.

"I still need five minutes with him alone. It took a lot to get this compromise with the panel approved, and they won't be satisfied if I don't give them at least a little insight into what we're dealing with. You know as well as anybody that ambiguity can't be tolerated around here."

Peter could tell from Ross and Stark's stony expressions that neither man was planning to bend to the other's will anytime soon. He had to take this into his own hands.

"I'll talk with you," he blurted out. The two men's harsh gazes quickly turned on him. Mr. Stark's eyes screamed every rendition of  _hell no_ known to man, but Peter nodded at him steadily. "Five minutes. I'll—I'll be fine."

Tony looked about ready to punch somebody, with his jaw tight and his fists tighter. He had already endangered and betrayed the kid more than he thought he could stomach, and now this? But he knew Ross wasn't going to budge, and Peter seemed unusually confident in his ability to keep him at bay. Shooting Ross one last death glare, Stark eventually turned and forced himself through the doors.

"Five minutes. That's it. I'll meet you on the Quinjet."

The guards followed close behind him. Peter watched them leave, glad that he had broken the stalemate. But a new tension soon gripped the room as he found himself standing anxious and alone before a man who could make his life a living hell with a snap of his fingers. When the doors clicked shut, he pasted on a smile.

"So, uh, w-what would like to discuss, sir? Predictions for the next Knicks draft? How many hot dogs I can down in one sitting? My personal best so far is six, but I bet if I fasted for a day or something I could eat at least ten or twelve or, hell, maybe even—"

"I didn't ask to speak with you so you could waste my time," Ross growled, cutting him off. "This is serious, young man. You have created a very difficult problem for me, the governing bodies of the world, and the people we're sworn to protect. Do you understand?"

His insides grew queasy, and his gaze dropped to his feet. "S-sorry, I just...ramble when I get nervous sometimes. A lot of the time. Most of the time." He swallowed. "But, um...I don't really get how I'm causing you so many problems."

"Really? Well, let me spell it out for you, plain and simple: you, an unidentified masked vigilante with enhanced abilities and dubious motives interfered with my men's government sanctioned mission to apprehend wanted fugitives and helped them escape capture. Am I wrong?"

Ross circled him like a vulture as he spoke, and Peter could feel himself beginning to sweat beneath his carnivorous glare. He worried his fingers together at his sides.

"You mean Captain America and the other Avengers with him?" he retorted sharply. "Your men weren't trying to capture them. They were trying to kill them."

"They were neutralizing threats to global safety who were refusing to turn themselves over, and you had no business to stop them from doing so. And the fact that you were able to singlehandedly immobilize my entire special ops team—which contains thirty of the most well-trained men in the world—adds a whole other layer of problems to this situation. Do you know how much trouble an anonymous individual who disrupts global threat nullification operations using superhuman abilities causes the United Nations?"

Peter understood the man's difficult position on this matter and felt sick from all of the venomous accusations he was dumping on his head, but he couldn't bring himself to feel ashamed for what he had done. Refusing to rat Sam out, protecting Captain America, webbing up all those bloodthirsty kill squad members—it had all been the right thing to do. Cap's half of the Avengers were good people breaking the law to protect the world, like a group of colorful Robin Hoods. Sort of. Nonetheless, they didn't deserve to be killed or thrown in prison. If he was dragged back in time and had to go through the unexpected encounter, the gunshot wound, and the intervention with them all over again, he would do the exact same thing. Except maybe shove Captain America out of the way from a different angle.

"I didn't know what I was getting into. I—I didn't even mean to get involved. The only reason I ended up helping them escape is because I got shot by one of your guys who was trying to murder Cap! Then I had to defend myself and Cap's team from the rest of those gunmen because the gunmen were trying to kill me some more while Cap's guys were trying to save me!"

Ross wrinkled his brow slightly deeper than it already was, but his expression hardly changed beyond that. Peter had a feeling he already knew about everything he was saying. Spider-Man turned away from him crossly.

"Look, I'm sorry I screwed up your fancy government operation thing, and I'm sorry that I'm weird and—and  _spidery_  and can't really explain myself. But none of the Avengers deserve to die, and the only thing I want to do with my powers is help people. I thought that's why you chose to send me on this mission: so I could show you that I use my powers for good."

"I'm sending you on this mission to see if you're willing to work with us. Because our work in the long run—whether you see it or not—is for the greater good. We want the same things, Spider-Man: peace, reassurance, and protection for all. And we can't achieve those things if we don't work together."

In that moment, Peter's mind wandered back. Back to the battle in Leipzig between the Avengers. To the day when he'd found Sam, an American soldier and hero, shot out of the sky by Ross's men and mortally wounded. To the evening when the same men had tried to kill Captain America and all the other heroes he idolized. To the time when Stark had finally told him what his side was advocating for: the subordination of the Avengers to a controlling government panel who could restrict them from aiding those who needed their help. And to the night he hadn't acted when he should've, which had resulted in the death of his father figure. His fists curled at his sides.  _No, we don't want the same things. We may agree on some, but not the ones that matter most to me._

Spider-Man lifted his gaze to Secretary Ross's coldly. "I'm not signing the Accords, and I'm not telling you who I am."

For a moment, he was certain he was dead. The silence was chilling and bristled between their unblinking eyes. Then the man's mustache twitched amusedly.

"And I wasn't going to ask you to. That isn't my goal here. You're young, and it seems like you're trying to do right by the abilities you've been awarded. But your actions and involvement in all of this have been both problematic and suspicious, and it's my job to make sure you won't cause any more obstructions to our peacekeeping efforts in the future." Ross's piercing stare drilled through Peter's skull a few seconds longer, making his head ache and his nerves prickle. He smiled, but it only seemed to draw tighter the tension in the air around them. "All I ask is that after you prove yourself capable of following through on our requests for this mission, you make certain not to interfere with any more of our operations in the future. Are we clear?"

Peter's skin grew hot with anger.  _No, we aren't,_ he thought indignantly.  _Not at all._ There was no way he would ever act on such loaded and manipulative terms. He would never comply to a demand that opposed his ideals so brazenly.

But he needed to appease this man so he could get away from him as fast as possible and do what he'd joined this mission to do. So he feigned an agreeable smile.

"Of course," he lied, folding his hands behind his back. "I'll do my very best, sir. Is that all?"

Secretary Ross frowned at the young hero's rapid change in attitude and hated the fact that he couldn't look into his eyes to discern any signs of weakness or dishonesty. Furtive characters like Tony Stark and Natasha Romanoff drove him up the wall because he could never glean the truth from their shrewd words and promises, but at least he could see their faces as they said them to him. Speaking to an anonymous and powerful individual whose identity and features were completely hidden behind a mask was an entirely different level of infuriating, and it took all of his willpower not to let his frustration boil over. Although he was not very satisfied with what little information he had drawn out of Spider-Man, it would have to do for now. Their time was up.

"I suppose so," he answered begrudgingly, his bitter glare unyielding. The masked hero visibly brightened. "But don't think we won't remain wary of you, young man. It's our job to monitor potential threats to the world, and it remains to be seen whether you are one of those."

Peter did not like the sound of that at all, but was too focused on getting out from underneath the Secretary of State's crushing stare to think on it much. Finally breaking the tense showdown, he backed towards the dark doorway, waving sheepishly.

"A-alrighty then. Sounds good. I'll try not to be a threat to anything except the high crime rates in NYC and Coney Island's reigning hotdog eating contest champion. Cool? Cool. Bye."

He left the conference room with a long and heavy sigh of relief, feeling Ross's eyes burning into the back of his head all the way up until he closed the doors behind himself. Then Peter skipped with glee, racing to the outside flight deck, where the Avengers' ride was waiting for him.

As Stark leaned against the wall of the Quinjet, listening to Peter and Ross's heated conversation via the mic inside Spider-Man's suit come to a rocky conclusion, the rest of his team attempted to make themselves comfortable despite the tension passing between them through nervous glances. With a sigh, Natasha eventually slumped into a chair beside Tony, holding a bag of weapons in her lap.

"Are you going to make me say it?"

Stark eyed her confusedly, clicking off his earpiece. "Say what?"

"What everyone on this plane except you is thinking."

Blinking, Tony's gaze jumped between Natasha, Rhodey, and Vision's faces, which were all clouded the same worried haze. He wrinkled his brow.

"What?"

"Tony, what are thinking?" Rhodes finally scoffed. "Why are you bringing the kid with us?"

"We're going to one of the most uncharted and dangerous areas of the world. It's no place for someone as young and inexperienced as him."

"And isn't he only just recovering from a nearly-fatal gunshot wound? I understand he is smart and powerful, Mr. Stark, but I don't think taking him to fight in Wakanda is the wisest course of action."

Tony's heart twisted with guilt. He stared off to the side, letting his arms fall to his sides. "You guys think I don't know that? Of course he shouldn't come with us. Ross is forcing me bring him along out of some butt-hurt power-trip he's on. The kid whipping his entire special ops team despite having a bullet wound through his side to help Cap escape apparently rubbed a lot of higher-ups the wrong way, and he said the only way I could get them off Spider-Man's case was if he came with us on this mission and showed he was on their side or some shit like that."

The pain and bitterness in Stark's voice was more than enough to convince them he opposed this just as much as they did. His expression was raw with fear, and Rhodes wondered if the situation was going to cause him any anxiety-related relapses. Tony sighed hollowly.

"Look, I know it sounds silly, but can you guys just—just help me protect him while we're out there? The kid's powerful, but he's also headstrong and eager to prove himself, and we don't have a clear idea of what kinds of enemies we're up against yet." He ran the back of his hand over his forehead. "I don't know what I'd do if he got hurt again because of me."

Natasha stared at him in silence, jaw tight and gaze cold. She leaned back and crossed her arms against her chest. "You know we will. But none of us can make any guarantees. And what about you, Stark?"

Tony met her gaze. "What about me?"

"You nearly blasted Steve in half when you two shared the same air for fifteen minutes. We're going to be working with them for the next few weeks. Should I plan on protecting the kid and all the rest of us from you if you decide to blow up again?"

Stark sensed the anger in her tone and felt his skin bristle beneath the eyes of his comrades. A knot formed in his stomach. "I won't let that happen again."

"Not even if Barnes winds up being there?"

His insides burned like ice, and he lifted his gaze to hers stiffly. Natasha could see the rage churning behind his eyes, which he was fighting in vain to subdue, and knew that pretty much answered her question. The atmosphere between the heroes on the plane grew sharp and strained.

A chorus of brisk footsteps broke the uneasy vigil. They pinged from the back of the airship, and were followed by a colorful teenager poking his head into the cabin. Even though he had a mask on, everyone could tell he was grinning from ear to ear.

"Holy crap, this is awesome! This Quinjet is even bigger than the last one!"  _And almost my entire apartment,_ he noted, stepping eagerly into the belly of the plane. He brightened when met with the collage of familiar faces. "Hey everyone! Ready to kick some ass and save the day? Is there a microwave on this ship? I brought popcorn!"

His entrance stirred a few delayed chuckles from his peers, but Peter had a feeling he had just walked in on something very serious. Everyone looked like they were trying to swallow down sour medicine; especially Tony Stark, who seemed too caught up in his thoughts to notice him. Thankfully, Rhodes broke the tension with a soft smile.

"Hey, kid. How've you been?" He was sitting in one of the center chairs with a different pair of high-tech braces on his legs. They looked less bulky than the old ones and more for just support. Peter smiled back.  _Be cool, Spidey. Be cool._

"Great. I mean, a little hectic, and a whole lot of crazy, but never boring. I've got, like, six different stories now involving the same old lady in my apartment complex that all end with a plot twist and a lint roller. Don't even ask." He shot a glance at Tony, leaning across the table in the middle of the cabin. "I, um, I think I got everything sorted out with Ross, Mr. Stark. We're, uh, on the same page, more or less." He felt bad for lying, but Tony looked stressed enough as is, and he didn't want to be the cause of another dilemma weighing on the man's conscience. He wasn't aware that Tony had been listening to their conversation the entire time. Stark broke from his trance for a moment to look up at Spider-Man, his expression grim. Then he pulled at his collar and lifted off the wall.

"We're taking off now. Everyone buckle in." He walked to the pilot's chair and sat down without another word, powering up the Quinjet. The Avengers all settled into their seats, and Peter quickly hopped into the spot between Vision and Rhodes, a fresh wave of excitement rushing over him.  _Oh my gosh. Here we go!_ The engines of the plane hummed to life, making the entire aircraft quake and shiver. As he felt himself rise off the earth and lift higher and higher into the sky, his heart fluttered with sudden fear. Planes still gave him the heebie-jeebies, but he was determined not to let the paranoia spoil his good mood. He sat rigidly with his eyes squeezed shut until the airship leveled off at a comfortable altitude, cruising through the clouds at about fifteen hundred mile per hour. Even when the ride turned smooth and steady, his muscles remained coiled.

"Not a fan of planes?" Rhodes asked, stretching his arms above his head. Spider-Man turned towards him, fists balled against the seat.

"N-no, not really," he admitted, noticing that everyone was standing up and moving around and concluding by now it was safe to do so. "I prefer traveling via  _thwip,_ which is clearly _so_ much safer than flying in a government plane." He imitated his signature web-shooting hand motion as he spoke, making Rhodes chuckle.

"I don't know how you do all that—flipping between buildings with nothing but a flimsy string to hold you up."

"Lots of cool science and a ton of embarrassing trial-and-error."

Rhodes shook his head amusedly, running his fingers against his metal leg braces. After a second in thought, his expression suddenly grew somber.

"So really, kid—how've you been?"

Spider-Man turned to Rhodes with a frown. "Huh? What do you mean?"

"Stark told Vision and me what happened. How you got shot by Ross's men and nearly died."

Peter reddened in response. "Oh. He did...?"

"How did you heal so rapidly?" Vision chimed in, hovering beside him. He wondered if his accidental GSW was all he was known for among the superhero community. Peter didn't feel brave enough to stand up with the rest of them just yet.

"A doctor named Cho used her special cell regenerating magic machine on me. And I'm pretty sure my powers include a small healing factor." He grinned between them sheepishly. "If you're worried that I'm still hurting or something, don't be. I'm all fixed up and raring to go."

"Yeah, I can see that," Rhodey said. "But, like...how are you  _doing?_  The way Tony described what happened—that's some tough shit to go through, especially for someone as young as you." He shrugged. "Like...are you  _okay_ after all that?"

Peter blinked.  _Uh, of course I am?_ was the immediate reply that popped into his head, as if it was silliest question anyone had ever asked him. But his confidence suddenly faltered as he seriously began to think about it: he had been shot through the stomach and had almost bled out from his injuries. He had gone into shock and would be dead right now were it not for the help of a miracle-working doctor he would probably never meet. Just reciting the words in his mind sent chills up his spine. Reliving the disaster in his head was another story entirely. Overall, the experience had been absolutely terrifying. He had never been in so much pain or felt so afraid of dying. Even though the wound was gone, he would often catch himself grabbing and kneading at his side with unconscious anxiety. He had lost count of how many times he had snapped awake at night in a cold sweat from nightmares related to the incident. Clearly it had left lasting scars on him, even if he had none on his skin to show for it. Peter realized his hand had moved to grip his belly, and quickly dropped it to his side.

"Um...I—I think so," he finally answered.  _Yeah, 'cause that sounded convincing._  "I mean, y-yeah, definitely. It was scary and all, and sometimes I get, like, random flashbacks in the middle of chemistry and disassociate from reality for an hour thinking about the meaning of life and death or whatever, but you all know how it is. Those silly superheroing side effects and such. So fun and quirky..."

Rhodey felt his heart sting as he looked at the kid. The way he glazed over his suffering with passivity and humor reminded him a little too much of Tony Stark.

"And now the same guy who had you shot is forcing you to go to Wakanda," Rhodes continued, furrowing his brow. "Are you not...y'know, uncomfortable or weirded out by that? I know I would be."

Peter swallowed and shrugged. "I try not to hold grudges. I may not be a big fan of Ross or the Accords, but if people need my help, I'm happy to be sent anywhere." He giggled. "Especially if it gives me an excuse to hang around you guys more."

The kid was still sitting stiffly with his knuckles white against the seat and his feet glued firmly to the floor. Rhodes wondered if it was because of the plane or because he was struggling to hide the truth of how much the experience had messed him up. He had a feeling it was an unfortunate cocktail of both.

"Well, there is such a thing as being  _too_  optimistic you know."

"Or not optimistic enough."

Rhodes snorted, smirking up at the ceiling. "Touché, I guess."

Peter's eyes wandered back to the mechanical braces. "How are your legs doing?" he asked carefully.

"Not bad. PT's been killer, and the patience required for recovering from a hit this bad feels a bit outside my capacity. But I'm getting there, and I can get around well enough to still be useful."

"Are you going to wear the War Machine suit?" he said, breaking into a grin. Rhodes smiled knowingly.

"I'm here more as a foreign affairs representative and strategist than anything else. But the armor definitely helps with mobility, so at the very least I'll have it on during our trek through the forest to Wakanda. But any fighting from my end will have to be from a distance."

"I can't wait until we get there! This is going to be so cool!" He glanced over his shoulder to see Tony at the wheel of the plane. "Hey Mr. Stark! How long is this flight going to be?'

"About fourteen hours," he answered, not turning around. Peter's jaw dropped.

"Fourteen  _hours?_  Holy crap! That's a long time. I don't think I've ever traveled anywhere that took that long. How are we going to kill fourteen hours together? This is like a really bad Disney Channel TV movie." Spider-Man exhaled slowly, then finally scrounged up enough courage to unbuckle himself and rise to his feet. He held on to the chair a few seconds longer before feeling steady enough to support himself. Rhodey watched the kid with pained amusement, wondering just how young the face under the mask was.

"Thanks for getting my backpack for me back at the warehouse, by the way. I would have been completely screwed without it."

He studied the teenage superhero for another moment or two before smiling lightly. "Don't mention it. Glad I could help."

Spider-Man traipsed all the way across the Quinjet to stand at Tony's side, his heart skipping inside his chest when he saw the endless swathe of ocean waves rushing by thousands of feet beneath them and the lumpy masses of land vanishing far behind. He leaned against the wall with one sticky palm flat against the metal.

"Are you going to be flying the plane the whole way there?" he asked, scanning over the mess of buttons and dials crowding the dashboard with interest.

"It's on autopilot," Stark said. He was staring out the wide window with a distant and glazed look in his eyes. Peter had a feeling Mr. Stark was still unhappy about being forced to bring him along, and he swallowed tentatively.

"Do you...want some popcorn?" he asked, holding up a bag. "Maybe we could use your hand repulsor thingies to pop it."

Tony scoffed and shook his head. "No, I'm good." He was still looking away from him, but a blurry image of his face was reflected in the glass windshield. From what Peter could see, his skin looked strangely pale. "Kid, can I ask you a question?"

Spider-Man blinked. "S-sure, Mr. Stark. I mean, you kinda just did. But you can ask me another one. Or more than that. As many as you like."

His voice was cold and quiet when he finally spoke. He didn't turn around.

"What did you do when you found out your uncle had been killed?"

Mr. Stark's words seemed to swirl around Peter's head for a little while before being processed in his brain. His smile disintegrated and his throat suddenly felt dry. When the kid didn't respond immediately, Tony gripped his face in his hand.

"Shit. I'm sorry. I don't—I don't what the hell I'm doing. You don't have to answer that. Just—go make your popcorn. There's a microwave in the back next to the sink."

Peter stayed rooted to his spot, gazing blankly at the back of his head. He licked at his lips.

"I, uh...w-well, I cried a lot. With May, y'know?"

Tony sighed and slowly swiveled to face him, pressing two fingers to his temple.

"It felt like...like right when my family was made whole again, it was ripped out from underneath me all over again."

Stark could sense the raw pain already beginning to waver his voice. "Kid, it's okay. You don't have to talk about it. It was asshole thing for me to ask."

"W-why, um...why did you ask?"

He closed his eyes and shook his head. "I don't know. I guess I wondered whether you ever thought to...you know, go after the guy who did it."

Peter's jaw tightened. "The killer?"

"Yeah. But let's just stop talking about this, alright?"

To Tony's dismay, the kid continued to stand in front of him, consumed by poisonous thoughts and emotions. His question had clearly drudged up some sickeningly painful memories in the young hero's mind. Regret singed him as Stark dropped his voice to a whisper.

"Peter, come on, you don't—"

"I did go after him."

He looked at the kid hollowly.

"Y-yeah. I, um—tracked him down. I was so angry, I didn't know...I didn't think..." He leaned his back against the wall. "I went to get revenge, I guess. I wanted to cause him the same amount of pain he had caused me." He swallowed. "I w-wanted to...kill him."

Tony's insides churned. "But you didn't?"

Peter sucked in a shaky breath and shook his head. "It scares me so much—h-how much I wanted to, y'know? But...I knew I couldn't. It's not what he would've wanted. And deep inside, I knew it wasn't what I wanted either."

There was a long pause between them. Stark's stomach felt sick with guilt—and not only because this was not the kind of problem a fifteen-year-old should have to be wrestling with. This kid had had the chance to eliminate the person who had taken his family away from him, but instead had let him live. There was a goodness about him that Tony felt he could never understand, nor ever be able to relate to.

"Have you ever felt that way, Mr. Stark?" Peter suddenly asked, making him grimace. "You know, like—like so upset and angry, that maybe if you got rid of the person who caused it all...the pain would go away?" His voice broke a little as he spoke. "I can't believe I felt that way. I don't ever want to feel that way again."

Tony pursed his lips and turned away from him. "Let's stop, okay? There's no point spending the next fourteen hours moping over the past." He jerked his thumb over his shoulder. "Go talk to Nat or something. I hear she's good at cheering you up."

Stirred from his dreary thoughts, Peter blinked. "Who told you that?"

"She did. And so did the A.I. in your suit."

He looked down at his colorful costume. "I have an A.I. in my suit? Since when?"

"Since forever. They've all had it. I'll tell you more about it later."

"Wait—is it like Jarvis? Or FRIDAY? It's like one of those things? Can I talk to it?"

"No, not right now," he said, reclining back in his chair. "I'm going to take a nap, so please go away." He lied still for a second, then opened one eye. "Your web-wings are retractable, by the way. You don't have to have them out all the time."

Peter tilted his head to the side.  _How many extra features does this suit have? And how come I'm only just hearing about them now?_ He flailed his arms around like a fish. "They are? How do I do that?"

"Just say it. Retract web-wings."

Instantly, the flaps of transparent nylon sucked back inside the suit, and Peter winced in shock.

"W-whoa! Haha! Awesome! I swear, every time I think this thing can't get any cooler, I'm totally wrong." He leaned towards Tony with an innocent grin. "Are there, I dunno...any other surprises? That I should maybe know about?"

Stark smirked. "A few. I'll show you when you're ready."

"Ugh. When will that be?"

"When you leave me alone so I can sleep," he replied, draping an arm over his face and waving him away. Peter sighed disappointedly, vowing to look into the extra bells and whistles himself whenever he was alone with his computer on-hand. He walked back across the plane to stand by his seat, secretly still wondering what Stark's real motive had been for asking him about the death of his uncle. Sliding his arm off his eyes, Tony watched him go, quiet dread coiling in his throat.

"Are you going to be wearing that onesie the whole trip?"

He glanced up to see Ms. Romanoff eyeing him over the top of a book. Peter couldn't read the title; it looked like it was in Russian.

"That's the plan," he said sheepishly.

"Wakanda is pretty hot and humid at this time of the year, so good luck with that. I hope you brought a lot of deodorant."

"I brought cranberry-scented Febreze and a bunch of dryer sheets. That should work, right?"

"Perfect."

He sat in the seat beside her. She pretended to ignore him, eyes remaining locked on the crinkled pages, though a small smile pulled at the corners of her lips.

"What are you reading?"

"The history of the guillotine."

He retreated. "Oh...really? Um...cool...?"

"I'm kidding," she chuckled. "It's a novel by Fyodor Dostoyevsky. It's pretty interesting so far. I've got to pass the next fourteen hours somehow." She flipped to the next page, which to Peter looked like lines and lines of gibberish. "How were you planning to entertain yourself?"

Peter slouched down with a frown. "Hmm. I don't know. I don't wanna waste all my data. I should've thought to bring a book. Or maybe one of those thousand piece puzzles. Or  _playing cards,_  at least! I guess I figured we'd be strategizing the whole time, or—"

Out of nowhere, Spider-Man's phone started to ring. He knew immediately it was Ned calling due to the loud, obnoxious yodeling ringtone that shrieked throughout the whole cabin and turned everyone's heads his direction. He scrambled to grab it from his side while everyone watched, his face flushing a million different shades of red.

"Th-that's, uh—that's just my—my friend picked it, and I—" He turned towards the wall, blushing tremendously, "— _really_  need to change that. Ehem." He held the phone to his ear, whispering harshly. "Ned, I can't talk right now."

_"Peter! You answered! Are you with the Avengers yet?"_

"Yes! Which is why I can't talk right now!"

_"No freaking way! Who's all there? Iron Man, Captain America, Hulk, Black Widow? Is Black Widow there? Can you put her on the phone? Better yet, put me on speaker phone so I can say hi to everyone!"_

"I'm not putting you on speaker phone! We're flying to Wakanda right now!"

"Who's that?" Natasha asked amusedly. Peter glanced her way and attempted to shrug in a nonchalant manner.

"Oh, j-just my friend being ridiculous," he said, whipping back towards the wall, "even after I told him  _not to call."_

_"Are you talking about me? Are the Avengers actually talking about me right now? This is the best day of my life!"_

"No! They're not talking about you! And they're not going to talk  _to_  you either!"

"I'll talk to him," Romanoff said with a suave grin, holding out her hand. Peter gawked at her in disbelief.

"You—seriously? You—uh, w-well, okay..." Glancing between her palm and the phone, Spider-Man coughed awkwardly. "Um...I—I guess Black Widow is cool with...talking to you..."

 _"Are you kidding me?"_ Ned squealed as Peter reluctantly handed over his phone.

"Just please don't say my name!" he hissed, right as she snatched it from him delightedly and tapped at the screen.

"This should be fun—hey there, Spider-Man's friend! This is Natasha Romanoff speaking, aka the Black Widow. You're on speaker phone with us in the Avengers' Quinjet. How's it going?"

Rhodes stifled a chuckle, and Peter was immediately struck with a very bad feeling.

_"Holy shit! Is it really you? Is this a joke? Who's all there?"_

"Me, Iron Man, War Machine, and Vision at the moment. We're all listening except Tony Stark, who's currently napping at the wheel of the plane." Her gaze stayed on Spider-Man the whole time she spoke, whose eye-lenses were growing wide. "I think we'd all  _love_  to know how exactly you're acquainted with our favorite little red and blue recruit."

_"O-okay! I mean, where do I start? We met through the Decathlon team at our high school and have been best friends ever since! We're both huge-ass nerds who love Star Wars and computers and science and all that crap, so we hit it off instantly! I actually didn't even know he was Spider-Man until just a couple days ago, which is still so crazy for me to wrap my brain around 'cause I know him so well and he's such a huge dork!"_

Snickers and chuckles bounced around the room, and Spider-Man gave a nervous laugh.

"Heh, o-okay, I think that's enough—"

_"He's so great though! Do you guys all like him? I hope you do! He'd probably cry if you didn't. It sucks because no one else at our school knows he's Spider-Man, and now that I know I want to tell everyone so friggin' badly! But nobody would probably believe me anyway because they all think he's such a loser!"_

Peter's skin burned as giggles erupted from the Avengers, and he threw his hands in the air.

 _"Dude!_ Come on!"

_"But he's not actually a loser! Not completely, anyway. He's actually amazing and nice and super great and smart—the smartest guy on the Decathlon team, in fact—and I just really hope you all love him and think he's as great as I do! And maybe that he can introduce me to you guys someday!"_

"Do you have any embarrassing stories you'd like to share?" Natasha asked with a chuckle, and Peter's heart plummeted.

_"Oh, haha, tons! One time when we were at marching band practice he was trying to talk to Liz while also playing the snare drum and totally bit it on the football field in front of all the senior cheerleaders! It was hilarious!"_

"Alrighty, I think we're done," Peter stammered out, reaching for his phone. But Natasha held it away from him, giggling into her hand.

"Who's Liz?" Rhodey asked with a curious smirk.  _Oh, no, no, no, no—_

_"She's one of the most popular girls at our school who Spider-Man's got the biggest crush in the whole wide world on! You should see his face when she walks into the room! It's hysterical!"_

"Ha-ha, so funny, thanks Ned," he said shrilly, mortified. "Now can I  _please_ just have my phone back—?"

 _"He's also got Lego figures of every single one of you and makes little stop-motion videos with them! And one time I said a joke while he was drinking chocolate milk, and he snorted all of it out of his nose during lunch period and had to go to the nurse! Oh, and this_ other _time—"_

Peter shot a line of webbing from his wrist and snagged the phone from Natasha's hand. "Oh darn it! What was that? I th-think we're— _chhhhh—_ I think we're losing you, Ned! Guess I gotta let you go now! Thanks for ruining my life! Bye!" He hung up, then turned back to face the three cackling superheroes, blushing from head to toe. Words stumbled from his mouth in a bashful waterfall. "Um—classic Ned, r-right? Always joking,  _lying,_  telling  _lies_ about me, making up crazy stories, trying to embarrass me, and..." His shoulders slumped. "This isn't convincing at all, is it?"

"Your friend sounds so cute," Black Widow chuckled. "He should call more often."

"So you're really in high school? And you're really crushing on the high school heartthrob?  _Awww!_ I remember those days. That's freakin' adorable."

"Do you actually have a 'Lego Figure' of me? What does it look like?"

No one needed to see the kid's face to know that he was red as a tomato and flustered to his core. He dropped his forehead against the wall, groaning with helpless embarrassment, unable to defend himself. "Yep, mm-hmm, great, yeah. Thanks guys.  _So_  much fun."

He had a very sudden and powerful urge to throw himself from the plane. But despite the crippling humiliation, Peter listened to their happy laughter and found himself smiling.  _Hey, I'm doing what Director Fury wanted me to do, right? Making the Avengers laugh and be happy and non-serious and all. That's progress! Even if I'm the butt of the joke. And even if I'm the thing they're not taking seriously..._

"Is Liz the girl you were too chicken to ask to your school's dance?" Black Widow asked smugly. Peter remembered that she'd found the homecoming flyer from his backpack and had encouraged him to approach her. He knew there was no point in lying, as she would probably figure it out on her own if he did. Better yet, she probably already had.

"Y-yeah...her," he murmured. He slowly looked up from the wall and realized the three Avengers were staring at him with keen amusement and interest, as if he was some kind of wild animal in a zoo exhibit. The unexpected and undivided attention aimed his way was startling, especially coming from such an intimidating crowd and following so much embarrassment on his end, and he had no idea how to handle it. He scratched at the back of his neck and stared at his feet. "B-but, um...I did actually end up, y'know... _not_ chickening out."

"Oh, so you did ask her?" Rhodes said with a grin. Peter narrowed his eyes bemusedly.

"Wait, I'm sorry—w-why do you care?" he asked. His gaze shifted between the trio of heroes. "I mean, I know you guys have  _much_ more interesting stories to share than me with my boring life. I should be the last person out of all of us being interviewed right now."

"I think we're all just realizing how little we actually know about you," Romanoff said almost solemnly. "Everyone around here pretty much knows everything about each other by now, but you—well, we've never even seen your face."

"Plus, we're all so freakin' old," James chuckled. "It's refreshing to hear about the woes of teenage life again. Takes me back."

"I for one do not think you're boring, Spider-Man," Vision assured him. "I enjoy learning more about you." Peter glanced between all of them.

"S-so...you really want me to talk about my lame high school life? When you guys have literally punched aliens and blown up robot armies and met  _Lady Gaga?_  Probably?" He kneaded his knuckles together. "I was...sorta looking forward to hearing about  _your_ lives."

"You go first," Black Widow insisted. He figured they were just hoping he'd embarrass himself more, but couldn't help but feel validated by their curiosity. A hesitant smile spread across his face.

"Um, okay. If—if you're sure." With a noticeable eagerness, Spider-Man plopped down to the floor in front of them, criss-crossing his legs. He drummed his fingers on his knee in thought. "So, uh, yeah. I did ask her, and she actually said yes. Which, y'know, _yay,_ I guess."

Rhodes smirked. "Did you tell her you're a secret superhero?"

The kid shook his head. "No, Ned's the only one who knows, and he found out by accident."

"So you can't be  _that_ big of a loser if the popular girl at school likes you. Your friend was really beginning to worry me."

Peter giggled shyly. "Depends on your definition I guess. Does being on the Academic Decathlon team and building computers rigs in my spare time sound loser-ish to you?"

"No. That sounds like you're smart as hell and have got a bright future. I went to MIT, kid, and trust me—real losers are guys who think they're too cool to expand on their potential and use their damn heads."

Spider-Man broke into a big grin. "Thanks. Liz is actually captain of the Decathlon team, so I'm glad you see it that way."

"See? That's a keeper right there. I hope you crazy kids have fun." Resting his chin on his palm, James wrinkled his brow. "So when's the big day, huh? Have you decided what you're going to wear yet? Are you two going to coordinate? That'd be so cute."

Unbeknownst to him, Rhodey's words scalded Peter like handfuls of salt being rubbed into reopened wounds. His smile wavered, and he dropped his gaze to the ground.

"Uh, well, that's the sucky part of all this. See, I can't—I won't actually be able to go with her."

"What? Why not?"

He glanced around the Quinjet and gestured to it reluctantly. "Because I sorta got called in to do this mission thing right after asking her, and the dance is this Friday. I won't be back in time."

Peter watched their expressions fall in response, then realized what the statement insinuated. He immediately backpedaled. "B-but it's totally okay! Really! I mean, crummy high school homecoming dance versus across-the-world adventure with the Avengers?  _Duh,_  this is better! Way better! I'm  _totally_  psyched to be here with all of you guys. It's—it's like a dream come true!" He realized he was almost yelling and rubbed at his shoulder skittishly. "I mean, the dance with Liz would've been fun too, obviously, but...y'know. Life..."

"So you had tell the young lady you couldn't go with her?" Vision asked, his face more confused than concerned.

"I couldn't  _not_ tell her then just not show up! That would've been awful."

"What does she think you're doing instead?" Rhodes scoffed. "In fact, where the hell does your school and your family think you are for the next few weeks?"

Peter bit at his lip, unnerved by the feeling that this conversation was slowly turning into an interrogation. "I told all of them I was going on a work-study trip for an internship Mr. Stark offered me. Mr. Stark was able to convince them to let me go."

Natasha studied the young hero with a crease forming along her brow. "So your family doesn't know you're Spider-Man either?"

Peter turned to Agent Romanoff then quickly glanced back down to his hands, shaking his head. "No."

He could feel all of their eyes staring at him like ticks digging into his skin, and he thought he might disintegrate. He never expected  _he'd_ be the one sharing his life story while standing in the presence of the freakin' Avengers.

"Damn. You must lead a really sheltered life, kid. Do you think your parents or siblings have any clue?"

Spider-Man's voice was growing quieter and less confident with every response. "I...um...it's just me and my aunt. N-no siblings or—or parents. And, I mean, I guess she seems a little suspicious every now and then, but..."

He cleared his throat to give himself an excuse to pause. He could see Rhodey gawking at him out of the corner of his eye.

"Really? That's, uh...huh." He frowned. "Wait, then...what did you tell everyone after you got shot? How the hell did you cover  _that_  up?"

When the kid sat before them in silence for the next few moments, struggling to form words and clearly troubled, Natasha Romanoff felt a tinge of empathy prick at her heart. She shot a few glances at her teammates then quickly stood from her seat.

"Hey, is that popcorn?" she asked, reaching her hand out to him. "I'm starved. I'll toss it in the microwave for you if you'll share."

Peter blinked up at the master assassin, puzzled but also relieved. "Um, y-yeah, sure," he said, handing it off to her. "Thanks." He watched her warily as she walked past him and closed the bag into the microwave, hoping she wasn't planning to dump laxatives in it or something. Rhodes and Vision seemed just as confused as he was.

Leaning against the sink, Agent Romanoff tossed her hair over her shoulder. "Let's stop drilling the kid, okay? You don't have to tell us anymore about yourself if you don't want to." She smiled and threw him a wink. "I know full well how important keeping your cards close to your chest can be."

Spider-Man climbed to his feet and felt a weight lift from his shoulders. From the shrewd flicker in Natasha's eyes, it was clear she could sense his discomfort with the situation. He knew he didn't have to say anything for her to know he was grateful.

"Oh," James exclaimed. "Sorry. I wasn't trying to pry or anything. Just—trying to get to know you a little."

Peter turned to him, shaking his head. "No, no, it's totally okay! It's really flattering. I just...I guess I wasn't expecting to be the one in the spotlight with all you guys around. My life outside of all this seems so much smaller now that I'm actually here."

Popping noises began to fill the plane, along the warm smell of butter and salt. Peter's mouth started to water as he stood wondering why he was so freaked out by the thought of sharing anything about his private life with them. He never thought for a second they would use the information against him or anything. He didn't feel threatened or deceived by their inquisitiveness. They seemed genuinely curious to understand him better.

And that terrified him.

He didn't want them to know about the person underneath the mask; he only wanted them to know about the things he had control over. Spider-Man was a projection of everything about himself that he was confident in, whereas Peter Parker was a mess of human being still navigating his way through puberty and adolescence and all that gross stuff nobody liked to hear about. Once they found out who he really was—which Ned had so kindly granted them a glimpse of—the control was lost, and he was at the mercy of their unfiltered judgement. He wouldn’t have that comfortable disconnection to lean off of any more. Everything would be set in stone.

And seeing how cool all of the Avengers were just being themselves, how could he ever hope to compare? How could he expect them to like him for who he really was?

The microwave dinged, and Natasha snatched a handful of popcorn for herself before tossing the bag at Spider-Man, who caught it with a start. Then she walked to the opposite side of the plane and clicked a button on the wall, which caused the seat to fold out flat.

"I don't know about you guys, but I'm going to follow Tony's example and try to sleep a few of these hours away." She spread a blanket over the small bed and hopped into it, snuggling into a comfy position facing the wall. "Wake me at your own risk."

"Good idea," Rhodes concurred with a yawn, pressing the button on the wall closest to him and stretching across the seat. He unclasped the braces around his legs and dropped them to the floor, then said something to one of the speakers on the armrest that caused all the lights in the Quinjet to dim. Peter heard him slip earphones in that quietly hummed with what sounded like old 80s rap. He blinked as his eyes adjusted to the darkness, not expecting the sudden change in atmosphere, and turned to Vision.

"Are you going to sleep too?" Spider-Man asked, shoving more popcorn into his mouth.

"Technically, I don't need sleep," the android replied.

"Of course you don't," Peter giggled.

"But I think it is in all of our best interests to rest while we can. Especially for a young man such as yourself whose body requires plenty of sleep to grow and develop correctly."

"Okay, ew," Spider-Man groaned. "Let's not—just, never mind. Got it. Thanks."

Vision smiled and lifted into the air until he was hovering just below the ceiling. He shut his eyes and bowed his head, looking as though he was meditating or praying. He floated in silence, completely still. It was a little creepy. Peter was struck with the urge to give him a shove and see if he'd tip over like a cow. He pushed the impulse aside and found himself standing alone in the quiet plane. Bending to the unspoken peer pressure, Spider-Man tip-toed to the seat closest to the pilot's, slightly irritated that as soon as he had finished baring his soul, everyone had unanimously decided to conk out rather than take their turn and share a little about themselves with him. Talk about unfair! Couldn't they have spared him at least  _one_ "saving the world" story? When would he ever get the chance to talk with the Avengers like this again?

 _And how can anyone expect me to sleep under these circumstances?_ he thought dejectedly, groping at the wall before finding the panel with the button on it. He clicked it with his thumb and watched the seat fold out with a hint of delight. He didn’t know where the pillows and blankets were stored or if he was supposed to use his own, and eventually gave up trying. Heaving a sigh, Peter climbed into the little bed with his knees curled to his chest, munching on one last handful of popcorn before pulling his mask back over his chin. He stared around the dark cabin blankly.

 _This is like an Avengers sleepover party,_ he thought, biting back a laugh.  _Except no prank calling random phone numbers or dipping people's hands into bowls of warm water. And we're on a jet flying thousands of feet above the ocean._ He nestled his head into the crook of his arm, listening to the dull growl of the engines and the quiet breathing of his companions. He knew he had barely slept at all the night before due to his rampant excitement and was in desperate need of ample shut-eye, but he seriously doubted he would ever be able to fall asleep no matter how hard he tried; and even if he did, he did not anticipate staying asleep for long. In the presence of such incredible people and knowing the insane destination they were headed to, who the hell could?

He huffed grouchily, vowing to make all the Avengers share at least one thing about themselves as soon as they woke up. In the meantime, he forced his body to lie still and his eyelids to slip shut, even though it seemed pointless. The hum of the engine grew hypnotic and distant.

* * *

"How long has he been asleep?"

Tony Stark glanced up to see War Machine standing over Spider-Man, who was still snoozing on the seat by the wall. Stark's Iron Man armor finished assembling over his body with a few sharp clicks and whirs, and he scrunched his face into a frown.

"Don't know. FRIDAY?"

 _"Heart monitor readings add up to about twelve hours and twenty-one minutes,"_ the A.I. replied.

"Holy shit," Tony scoffed, flexing his fingers inside the metal gauntlets. "He's been out for almost the entire flight?"

"And he's  _still_  out," Rhodes said, crossing his arms against his chest. "I woke up three different times and never once saw him budge. I'm kind of jealous."

Tony strode to stand beside him, wrinkling his brow. "Is he, like,  _okay?"_

 _"Vitals are stable and normal,"_ FRIDAY assured him.  _"His cardiology recordings from the past few weeks suggest he's been suffering from moderate sleep deficiency."_

"Well, I think he's more than made up for it now," Stark chuckled, but internally was brushed with concern. He understood firsthand how brutal insomnia could be. He couldn't imagine how hard it would be for the kid to deal with that crap.

"We're about twenty minutes out from the drop point," Natasha said, slipping on a pair of boots. "We should probably wake him up."

Tony turned back to Peter, who looked like a sleeping puppy dressed in spandex. He instantly hated himself for making the comparison, but couldn't push it from his mind now that it was there. The kid was curled into a red and blue ball with his hands tucked under his head and his legs folded up. The spider symbol on his back expanded and shrunk with every quiet breath he took, making it seem like it was almost alive. Tony Stark released a scoff.

"Alright," he said. Feeling kind of silly, he reached down and gave Spider-Man's shoulder a gentle shake, speaking softly. "Hey kid. You gotta get up now. Come on, rise and shine, thwippy."

Peter's eyelids gradually slid open, and he inhaled sharply, stretching his limbs. "Wha...?" he murmured, rolling away from the wall. His eye-lenses shifted as he blinked behind his mask. He found himself in the belly of a now brightly-lit Quinjet, lying on his side as all four of the Avengers on board stared down at him, dressed in their full battle gear. He shook the sleepiness from his head and sat upright.

"W-what? What's going on? Did I miss something?" He hopped to his feet, stumbling lethargically. "Why are you all in your costumes already? Are we gonna take a group picture?"

"You've been asleep for almost twelve and a half hours," Natasha chuckled. "We're about to be dropped off."

Peter's eyes bulged.  _"What?_  You're joking. You mean I slept through the whole—?" He turned and ran to the window, crawling up the wall to get a better look. The lolling oceans waves had been replaced by rich tangles of green jungle as far as the eye could see. His jaw hung. "What the  _hell?_  We're already here? How was I asleep for so long?"

Rhodey shook his head. "Beats me. You were out like a light." He shot a glare at Tony. "And what the hell was that? I've  _never_ seen you wake someone up that nicely. You used to dunk ice water on my head or try to smother me with a pillow back in college."

Iron Man shrugged passively as Peter gaped at the miles and miles of foliage stretching below their feet. He had never seen so much green in his entire life. There was something magical about it.

"It's too bad you were asleep the whole time, Spidey. Tony, Rhodey, Vision, and I spent the last few hours talking, laughing, eating candy, gossiping about you. It was  _so_  much fun."

She was surprised when Spider-Man made no reaction to her comment. He didn't even turn around. He continued to gaze out the window, completely engrossed by the spectacular view.

 _This is so awesome,_  he thought to himself, a huge smile breaking across his face. He didn't even care that he'd napped through all the time he'd intended to spend talking with the Avengers anymore. All of his excitement had rerouted to the amazing adventure that lied ahead. He could hardly stand it! He glanced over his shoulder with a brilliant grin. "This is so awesome, guys! I can't believe we're almost there!"

The Avengers smiled at the kid's childlike eagerness, but couldn't deny the uneasy feeling that hung in all of their minds. Within minutes, they would be entering an unfamiliar and hostile war zone; it was nothing to be excited about. They were aware that the mission was dangerous, but little did they know what truly awaited them on the unwelcoming land below. It was nothing that any of them were anticipating or prepared for—and certainly nothing that a teenager from New York City should be involved in. Natasha Romanoff, James Rhodes, Tony Stark, and Vision thought they possessed a small understanding of the kind of threat they'd be facing. In reality, they had no idea.

The Quinjet continued its gentle descent towards the territory surrounding their final destination: the hidden country of Wakanda.

**Notes for the Chapter:**

> I meant to say this earlier but I'm obviously including Wakanda in the coming chapters and will be doing research into the lore and characters myself but if you have any important info/suggestions or notice anything inaccurate or displeasing in how I write about it please let me know so I can fix it, I want to present the awesome culture in the best way possible :)
> 
> Thanks!


	12. The Ambush

The Quinjet landed in a tiny opening among the dense trees. The plane lurched beneath Spider-Man’s feet before steadying against the uneven terrain. As the hatch began to fold down from the back of the Quinjet, forming a short bridge to the ground, Peter tightened the straps of his backpack until they were digging into his shoulders, rocking his weight between his feet with giddy anticipation. He quickly pulled out his phone and opened up the camera.

“Hey everyone!” he called, waving excitedly. “Over here! Say:  _Avengers Assemble!”_

Natasha and Rhodes smiled and rolled their eyes, but Tony immediately snatched the phone out of his hand.

“This isn’t the time for your dumb little video diaries, kid. This is where things get _serious,_ and you start acting like it. Focus up.”

Stark clicked his phone off and retracted it inside his armor. Peter flinched and swallowed embarrassedly, for a moment feeling less like an Avenger-to-be embarking on a superhero mission and more like a child being grounded for talking out of turn, especially with the other Avengers smirking at him over Iron Man’s shoulder while he was being chastised. But his high spirits returned the moment the Quinjet’s hatch met the earth, and he turned around with wide eyes.

Sucking in a gasp, Spider-Man darted ahead of everyone, making Tony groan. He stepped from cold metal to tickly grass and gazed at the world around him in awe. It felt like he was walking on an entirely different planet; everything seemed surreal. The air was heavy with moisture and thick with the aroma of soil, decaying wood, and a million blossoming flowers. Sounds of leaves rustling, water babbling, birds trilling, bugs humming, and countless other things he couldn’t even identify surged into his sensitive ears and made him dizzy. At the same time, _everything_  seemed to be moving. There was so much life: ants sprawling across a boulder, lizards skittering up a vine thicker than his arm, a fleet of colorful insects whizzing by overhead. It was all so beautiful, but at the same time overwhelming. His head spun with the onslaught of sensory ailments, and he shut his eyes for a second to try to regather himself.

“I’m sending the plane back. Watch yourselves.”

Almost instantly, the Quinjet folded up again and roared to life. The whirring engines made the foliage quake, and Peter pressed his hands to his ears long after the aircraft had vanished from sight. Once it was gone, it was just them, Stark’s luggage-toting drone, and the endless rainforest. Natasha Romanoff glanced down at a digital map displayed on her forearm.

“Let’s get going, then. Seven miles east ain’t gonna walk itself.”

The group started forward. Rooted to his spot, Peter felt a hand grip his shoulder.

“You have  _got_ to stop being so... _you,_ okay? None of us can afford your volatile, squirrelly spasticness out here, and—" Stark's bitter words suddenly fell short. "Hey, what’s the matter? Are you alright?”

He turned towards Iron Man, palms still held to his ears. After hesitating a second longer, he let his arms drop to his sides, squinting his eyes and shaking his head. “Y-yeah, I’m fine. Totally. It’s just—a lot to take in at once, y’know?” He kneaded his fingers into his temples. “All the new noises and movement and stuff—I think it’s throwing my senses off the whazoo a little. It, uh—it should pass soon.”

Tony had witnessed the kid stricken with pain due to his heightened senses a number of times. They were a part of his powers that seemed to cause him more grief than they were worth, and often rendered him hurting and helpless for a spell. He wondered if it was something Peter would eventually outgrow as he became more familiar with his abilities, or whether he should really look into a way to treat it—or at least a way to dull the effects. He hated seeing the kid suffering from something he didn’t have any means to remedy. His smoldering irritation was momentarily replaced with concern.

“You think ibuprofen might help?” he asked, guiding him forward with the others. Spider-Man chuckled halfheartedly, twisting his pinkie in his ear.

“I’ve pretty much tried everything. I’ve just got to wait it out until my senses adjust. It won’t last long.” He pasted a smile over gritted teeth. “But, uh, thanks, Mr. Stark.”

“See what happens when you drop a city boy in the jungle?” Rhodes teased, snapping his War Machine helmet over his face. He hovered above the undergrowth beside them. “I give him fifteen minutes.”

Stark shot a glare at his friend for the ignorant comment, but Spider-Man laughed.

“It’s a culture shock, that’s for sure. But it’s so amazing!” He reached out and touched the canopy of leaves above their heads, stirring a flock of butterflies from their perch, and giggled in delight. “Everything’s just so... _vibrant.”_

“Stark,” Natasha called, standing in front of a knot of gnarly tree branches. They were twisted around each other like giant snakes and draped in layers of vines and moss. They completely blocked the invisible path they were following, and Tony stepped forwards.

“Stand back,” he warned, then sliced a laser from the top of his gauntlet clean through the foliage. The fizzling branches slumped to the ground in a droopy clout, and Peter winced. It felt wrong to hurt such beautiful, innocent plants.

“Watch your step and keep your eyes peeled. All sorts of dangers out here.”

Once Spider-Man’s senses finally started to orient with their strange new surroundings, he began to enjoy their jungly hike far better. The natural wonders that engulfed them from every angle were entrancing. While the others hovered or walked through the thick overgrowth, Peter leapt on to the trunk of an enormous tree that overshadowed a small creek to their left, feeling the soft bark give beneath his weight a little. Tiny schools of fish wove through the water below, their scales shimmering in the sunlight that peeked through the dense leaves. He watched a frog leap from the riverbank and dive through the crystal-clear stream, tiny bugs skip across the surface on gangly legs, and a startlingly colorful finch swoop from overhead and skim the water like a dive-bomber.  _There’s so much life here,_ he thought, and it was all so utterly breathtaking. Five minutes in the forest surrounding Wakanda trumped every trip he had ever taken to the Central Park Zoo. A huge black beetle was crawling up the tree right beside his hand, making him flinch back at first but then lean in close with avid curiosity. Peter poked at its shell with a skittish finger, and it scuttled away from his touch. He giggled.

“Kid, what did I tell you?” he heard Tony call. “Do I need to hook you to a damn child leash? Stay with the group.”

Shooting one last look at the calm, tranquil creek, he whipped around an arching branch and dropped back to the forest floor obediently, landing between Natasha and Rhodes and causing them to wince.

“Cool it there, Tarzan,” Black Widow snorted, taking her hand off the gun holstered to her hip. “I’m antsy enough without your red and blue butt swinging in from the trees.”

“Sorry,” Peter said cheerfully, walking backwards in front of her, “but can you believe this place? It’s so awesome! The trees are as tall as the buildings in New York! In an alternate reality, I could live here and be  _Spider-Man: Friendly Neighborhood Protector of the Jungle and All Its Inhabitants!”_

She smiled at his lively enthusiasm. “Would you wear a loincloth instead of the spider-unitard?”

Peter shuddered. “Ugh, I hope not. Is that a requirement?”

“Stop talking and start walking,” Stark interceded as he flew by. “You’re slowing us down.”

Spider-Man was startled by how harsh his tone was. Even Black Widow looked puzzled. “Oh, um, sorry,” he said. “I’ll walk faster.”

He picked up his backwards-walking pace. Tony scowled.

“Walk  _forwards._ You’re going to trip on something.”

“But this is more fun. Plus, my enhanced senses make it easy to—”

“Rock,” Natasha coughed, right as Peter’s heel struck something hard and he stumbled with a yelp. He fell flat on his butt, inciting stifled laughs from the group, and quickly scrambled back to his feet, chuckling nervously.

“Heh, okay. Point taken.”

He started walking normally again with the occasional ‘the floor is lava’ and ‘hop from root to root’ mini game mixed in. Natasha trailed behind him, smiling softly, then glanced back to Stark, who she knew was glowering behind his Iron Man mask.

“Being pissed at him isn’t going to change the fact that he’s here you know.”

He shot her a look and scoffed under his breath. “But it might make him stop acting like a happy-go-lucky idiot and realize this is a serious situation with serious danger involved, not a sight-seeing stroll through the park.”

“What did you expect?” she snorted. “He’s a kid, Tony.”

“You’re throwing that in my face now?” he shot back coldly. “I thought you of all people would understand that we can’t afford to grant him that leeway. No one out here is going to exercise restraint against him because he's young. His carelessness is going to get him killed.” He landed on the forest floor with his hands balled into fists.

“We all know this is a dangerous situation, and we’re all facing that danger together. I understand it sucks that the kid has to be involved, but taking all your anger and worry out on him won’t do any good. For all his faults, Spider-Man is capable of a lot.” Romanoff knew someone had to be the calm and collected one here, and Tony wasn’t really giving her an option otherwise. She agreed wholeheartedly with his grievances, but if all she offered was fuel to his blazing stress-fire, she feared she might drive her comrade into hysterics.

“He has no idea what’s coming,” Stark said gravely.

“And we do?”

He set his jaw and zipped away from her, jetting to the front of the troop. She doubted she could say anything that would curb Tony’s reasonable outrage. She saw Spider-Man flinch as Iron Man zipped past him, and the kid’s steps became far more conservative.

About an hour into their nature hike, Peter began experiencing the brunt of Natasha’s unfortunately accurate prophecy. The hot, humid jungle air felt like it was weighing on his limbs and dragging him towards the ground. Beneath his well-fitting, full-body Spider-Man suit, Peter’s skin was drenched in sweat. Heavy droplets slithered down his spine and seeped into the thick, colorful fabric. Under his mask, his hair stuck to his sweaty forehead and made his scalp feel like it was melting. He was slimy and slick and growing more and more miserable by the second. After lugging himself a few more despondent feet forward, Peter trudged to a stop.

“Does anyone have any water?” he asked, drooping slightly. The group halted, and Tony grabbed a canteen from the luggage drone.

“You haven’t drank anything this whole time? You’re going to get dehydrated.” He shoved the bottle into his chest without meeting his gaze. Peter shriveled beneath his mentor’s bitterness but was too thirsty to dwell on it much. He lifted up his mask and chugged half the container, wiping his mouth with the back of his hand when he had to pause to take a breath. He glanced between Iron Man and War Machine.

“Are you guys hot in your armor? I’m baking right now. Ugh.” Peter loved the suit Mr. Stark had given him, but never in his life had he wanted so badly to rip it from his sweaty body and tear it into a million tiny pieces.

“They have built in air conditioning,” Rhodes chuckled.

_“Really?”_  Peter gawked, fanning himself with a leaf. “Oh man, I’m jealous. I feel like a sweaty pig in a blanket.”

“Yours has it too, kid. You really thought I built you a lycra spider-onesie without installing a cooling system?”

Before Peter could respond, cold, refreshing air suddenly spilled throughout the suit between the fabric and his skin, making him cringe in surprise at first but then drape against a tree with a dreamy sigh. Second to jumping in an ice cold lake, it was the most amazing feeling in the entire world.

“Oh sweet Cheez-its, that’s  _so_  much better. Thank you.” He dunked the rest of the water down his throat and leaned the back of head against the bark, panting quietly as his damp skin cooled. “Not to sound ungrateful or anything, but this would’ve been  _totally_ awesome to know about, like, two miles ago…?”

A metal hand on his shoulder pushed him forwards, making him stumble. “Keep moving. We don’t have time for your dawdling. It’s not safe to rest out here.”

Spider-Man staggered over a clump of mushrooms before regaining his footing, eyeing Tony with a hurt expression. The armored man shoved past him and continued through the forest without another word, fists held tight to his sides. Everyone could sense the tension drawn between the two of them and couldn't decide how to respond. Swallowing uneasily, Peter jogged to catch up to him.

“Mr. Stark, are...are you mad at me?”

He saw his staunch footsteps hitch slightly, but he didn’t turn around.

“No. I’m not.”

“But you...kinda seem like you are. Is it ‘cause you don’t want me to be here? Are you still mad about that?”

Tony stayed silent. Peter leapt on top of a fallen tree and landed in front of him.

“Or—or did I do something? Was it something I did? On the plane? Or right now? Am I not acting serious enough? I can be more serious. I can move to the back and walk like one of those British guard guys with their giant fuzzy hats. Or I can try to talk less. Or not talk at all. Or—”

“Just  _stop,_  alright?” Stark interrupted viciously. Peter flinched, the blazing eyes of the Iron Man mask searing through his own. “I don’t have the patience to deal with you right now. I can’t do that thing where I pretend everything’s fine and encourage your childish stupidity like everyone wants me to. If you don’t want to piss me off, then get behind me, stay in line, and shut the hell up. Got it?”

Despite the cool air cycling through his costume, Peter’s skin burned against the fabric as Tony marched ahead of him, blasting whatever plants that blocked his path to smithereens. He couldn’t remember another time when Mr. Stark's words had cut him so deeply. He didn’t understand what he had done. His insides felt twisted and sickly as he slowly dragged his feet forward and followed after Iron Man, head hung and heart sunken. Despite his efforts to maintain the positive vibe he had been so diligently cultivating up to this point, Stark had managed to pulverize his joy in a matter of moments. He walked, sullen and ashamed, wondering if this was what the entire trip was going to be like.

It was hardly seconds after that when the hairs on the back of his neck stood on end and his head throbbed with alarm.  _Spidey sense._ It washed over him like hundreds of ice cubes being poured down his spine, and seemed to materialize out of nowhere. His heart spiked with fear. His body stiffened. In an instant, he realized the biggest threat was coming from ahead, but the danger as a whole was flying at them from every direction.

_Like an ambush._

“Guys!” he cried, unable to speak fast enough. “There’s something—it’s—it’s coming! Something’s coming!”

Everyone tensed and turned towards him. Stark’s helmet receded into his armor, unveiling a stern frown.

“Quit yelling, kid. What do you mean? What’s coming?”

He glanced around feverishly. “S-something’s—I don’t know what exactly, but—my spidey sense thing! It’s w-warning me of something! Something _bad!”_

“Spidey sense?” Natasha repeated dubiously. “What does that mean?”

Rhodes swept his gaze left and right. “I’m not picking up any heat signatures. None big enough to be people.”

“Me neither.” Tony glared at him. “There’s nothing out there.”

“Yes there is! I’m telling you, there is!” The buzz at the base of his neck continued unceasingly. He swore he could hear the slightest rustle of disturbed leaves and underbrush. His heart was pounding in his throat.

“You’re being ridiculous. Come on—we’re wasting time.”

Tony took one step deeper into the forest, and Peter’s spidey sense went haywire. Before he could react in time, a skull-splitting  _bang_ burst from ahead and hit all of them like a punch in the gut. Peter was knocked to the ground, ears ringing, head reeling, deafened with shock. When he opened his eyes, he found a man standing over him, garbed in a strange, dark suit. It was outfitted with more weapons than he could count, most of which he couldn’t even identify. But, most noteably, he had a mask on that made him look like a monster out of a child’s nightmare.

Spider-Man gathered all of this terrifying information in the seconds before the man rammed his fist into his ribs. He must have been wearing some kind of high-tech power gauntlets, because Peter went flying sideways like a ball kicked by a soccer player, the wind struck from his chest. The back of his head slammed against something hard, and he dropped into a spiky bush. The world went black.

“What the—?” Rhodes shrieked. The dark-clad attackers evanesced from the trees like ghosts, stunning everyone into a panic. Rhodey cursed and aimed the machine gun on his shoulder at one of the men, but the assailant fired first, shooting a small device from a bizarre-looking rifle that stuck to the center of his armor. Upon contact, a bright blue current thrummed through the War Machine suit, causing Rhodes to shout in pain. The lights in his armor went dark, and he collapsed to the ground, limp and silent.

_“Rhodes!”_ Tony cried, rocketing towards his friend. Terror seized him like a claw around his heart. Chaos flooded in like wildfire.  _Oh God, what’s happening? Why didn’t my sensors detect these guys? Who the hell are they?_ He landed by Rhodey’s motionless form, wondering what on earth kind of weapon they'd hit him with that was capable of disabling his armor in an instant. More men poured from the foliage, surrounding them from every side. He fired repulsor blasts at them blindly. Vision fried two attackers then was hit by a mechanism that latched on to his midsection. A pulse surged through him, turning his body stone-stiff, and he dropped to the earth like a fly. Black Widow was peppering the forest with gunshots and throwing kicks left and right, doing everything in her power to keep from falling like her comrades. It wasn’t enough. None of them could possibly hope to be enough. They were outnumbered, outgunned, and utterly blindsided. This wasn’t something any of them had seen coming—except for the kid.  _Why hadn’t he listened to the kid?_

Then his stomach dropped.

_Where’s Peter? Oh God, where’s the kid? Where’d he go? What happened to him? Where the hell is—?_

He felt something hit him on the back.  _What?_  he thought, whipping towards the person who had shot it at him.  _No._ _There’s no way they have the technology to take out my suit. This is supposed to be a third world country! How could they possibly—?_

Then a shock like none he’d ever experienced jarred through his system. His armor locked up instantly, and the display before his eyes went black. He was unconscious before he even hit the ground.

“Tony!” Natasha called, punching two men in the face. With all three boys out for the count, she realized she was the last Avenger standing. It was one assassin against at least a dozen enemies armed to the tooth. She hardly had a moment to weigh her odds before a shadow fell over her. By the time she realized it was a net, she was already pinned to the ground and trapped like a rabid animal. The attackers swarmed, striking her with electrified poles, and Black Widow could only shut her eyes.

The gunshots came first, followed by shouts and cries in a language she couldn’t understand. While some men fell, peppered with bullet holes, others were struck in the chest by massive projectiles. Footsteps flew past her, kicking up grass and dirt, and the sounds of battle soon subsided. The assailants fled into the forest as quickly as they had appeared.

When Natasha found the strength to finally lift her gaze, squinting through the thick cord and the bleary mist clouding her vision, she was stunned by the view. Six women were poised among the tall grass, dressed in matching red uniforms with deadly spears gripped in their hands. “What the shit?” she heard someone say. “Is that...?”

The voice came from one of the people flanking the women, which she immediately recognized. In fact, almost half of the crew that had jumped to their rescue was made up of familiar faces, which made her heart flutter with relief. From the center of the posse, a man stepped into the open, the silver details of his jet-black costume gilded with light from the sinking sun. He regarded the scene before him with a long, piercing stare. Then, with a nod of his head, he gestured the warriors forward.

“Take them.”

* * *

 Tony Stark woke to strange circumstances. He was lying on what felt like an examination table and had an needle in his arm feeding him fluids. The light shining into his eyes from overhead was blinding. He sat upright sharply, dazed and disoriented, only to feel a hand catch him by the shoulder.

“Calm down, Mr. Stark,” a woman’s voice said earnestly. She spoke with a Wakandan accent and was dressed in pure white scrubs. “You are okay. You were knocked unconscious but have suffered no severe injuries.”

He stared at her blankly, his vision taking a moment to focus, then glanced around the wide room they were in. It looked like some kind of fictitiously sophisticated science laboratory. The walls were paned with gigantic orange screens which projected images of various medical diagrams and vital readings. Smaller versions of the holographic displays were dotted throughout the facility with dozens of other medical personnel tapping at them while they worked. It was unlike any hospital he had ever seen. Everything appeared so clean, precise, and futuristic—almost chrome-like. He wondered for longer than he thought normal if he had been abducted by aliens.

“Where am I?”

“Birnin Zana’s Medical Center,” she replied, swiping at the screen beside his bed. “Your friends are here as well.”

He turned to his left and saw Rhodes sitting with a doctor who was holding a stethoscope to his chest. The metal braces he had built for him were back on his legs. Vision was hovering near the back of the room with a large group of examiners poking at him with interest, and Natasha was standing in the corner, speaking with a woman wearing a suit.

“Is everyone alright?”

“Yes, they are fine. Only minor wounds.”

He released a breath of quiet relief.  _At least we’re all okay,_ he thought. They’d dodged one hell of bullet, escaping such a devastating kick in the ass without any major casualties. Where had all those crazy men come from? He stared around the room again, then frowned.

“Birnin Zana. That’s the capital city of...” He looked up at her perplexedly. “Wait. You’re telling me we’re in Wakanda?”

“You are surprised?” a deep voice interjected. Stark turned as a man stepped out from behind a pillar, chin tilted ever-so-slightly towards the ceiling. He was wearing an ornate black suit with cuff links embroidered with precious jewels. Tony was pretty certain the one pair was worth more than all those that he owned combined. “That is understandable.”

“King T’Challa,” Stark regarded the young ruler, swinging his legs off the side of the bed. A second man followed close behind him, making him tense involuntarily. “And...company.”

“Hey Tony,” Steve Rogers said, voice delicate. His blue eyes and sharp features appeared icy in the harsh, white light. Tony had almost forgotten that he was here.“I’m, um...glad you’re finally awake. How you holding up?”

There was a lot for Stark to take in here. Steve was wearing the old Captain America costume Tony had made for him, though it appeared to have darkened in color and was very well-worn. A lot of details were missing, most notably the tacky star in the center of his chest. He wondered if it had simply fallen off or if he’d removed it on purpose. Stark hadn’t seen Steve in the suit since Siberia. The ghosts of old blood stains still mottled some areas of the fabric. To top it all off, his face was framed with the beginnings of a beard, which Tony had never seen the traditionally clean-shaven golden boy ever boast in his life. After a moment longer of skeptical observation, Stark forced his shoulders to relax and his startled expression to fall.

“Well enough, all things considered,” he finally replied.

“That’s good to hear.”

An uncomfortable pause passed between them. Tony swallowed.

“And you?”

Steve took the prompt eagerly. “Fine. We’re not the ones who were just jumped by the Hatut Zeraze, although I can’t vouch for yesterday morning.” He gestured to a thick cut on the side of his cheek that seemed to have only recently closed up. Tony blinked.

“The Hatut who now?” He glanced back to T’Challa. “Who are they? Are those the men that attacked us?”

T’Challa’s hands curled into fists at his sides. “Yes. The Hatut Zeraze. They are a group of mercenaries who have launched multiple raids on Birnin Zana since I took over as king for my father. They were once a secret police team who fought for the interests of all of Wakanda, but I disbanded them for acting for their own benefit instead of the will of this country.” He set his jaw. “Now they have reassembled with the intent to dethrone me. And with all the knowledge about the tribes and the city that they possess, I fear they may have the means to do so. Our losses just in the last few weeks have been great.”

“Where the hell did they get their tech from?” Stark scoffed. “I mean, they had suits that hid them from all my sensors—even  _thermal imagining_  scanners. And they had weapons that could somehow completely disable my armor in  _seconds_. My suit is designed to be impregnable by any kind of power surge or virus in existence. I’ve never encountered anything like it before—I didn’t even know it was  _possible.”_

“Most of their weapons are ones that the Hatut Zeraze were outfitted with while still employed by me,” T’Challa explained, as if that was somehow supposed to clear up any of his confusion. “The rest they have stolen from Birnin Zana's many armories and weapon bases in their raids.”

Tony shook his head. “Hold up. I’m lost. Who made the weapons? Who out there is capable of creating tech that’s even beyond my understanding? And how the hell is all of it winding up in Wakanda?”

A small smile crept along T’Challa’s lips that he simply couldn’t keep at bay while he watched the puzzled man flounder. He folded his hands behind his back and nodded. “I recognize why this situation is confusing to you, considering how Wakanda is presented to the outside world. But I assure you we are not how you think us to be. Because you’ve come here to help us and have already witnessed so much, I believe it’s only fair that you see the truth, so long as you swear to disclose it to no one.”

Stark glanced between Steve and T’Challa warily. “Uh, okay.”

“Once you and your friends are ready, I will show you around the city.” He turned to the woman standing by the pillar who was hovering over their conversation. “Please gather them here.”

Stark watched as she made her way around the room, and he gradually began to pinpoint the other members of Cap’s party as they approached: Sam Wilson, Clint Barton, Wanda Maximoff, that weird shrinking/growing guy, and...

The light reflecting off his metal arm was what caught Stark’s gaze first. A sensation similar to the blood in his veins transforming into lava overwhelmed him instantaneously. He gritted his teeth together behind his lips until they ached. His hands were curled into fists against the bed before he realized it. The man came forward with the rest of the group but stopped farther behind everyone else, and wisely so. Tony couldn’t make himself look him in the eye.

Steve recognized the sickly gray color Stark’s face had become as all-too-familiar, but the fact that he hadn’t flown to his feet and thrown a punch just yet gave him a small sense of hope. He knew they had a painfully long conversation coming and years of recovery to face afterwards that no single mission they’d all been accidentally tossed together on could compensate for. But he like almost everyone else believed they could get there in time.

Although with Tony, it would definitely take the longest amount.

Steve unconsciously moved to stand between Tony Stark and his friend while everyone else gathered around. It was odd seeing all of them crowded together, some in costume and others not, yet an invisible pull seemed to be drawing the individuals to group with their separate teams. King T’Challa offered a small bow of his head.

“I admit that you are not who I was expecting to come when I requested for aid, but I am grateful you are here, and I apologize for not anticipating the danger you encountered. It pleases me to see you all together again under better circumstances.” He cast Tony Stark and Steve Rogers a sideways glance before continuing. “I think it would be to all of our benefit if I showed you around the city and explained in detail the threat we will be working together to nullify.”

Everyone seemed in agreement, although Rhodes and Natasha’s faces were hinted with the same confusion Tony was feeling. Stark’s blood still felt hot as the doctor helped remove the I.V. from his arm. He carefully stepped on to the floor.  _It’s him,_ he thought.He was standing  _right there._  The man who had stolen his family from him. The person who had shattered his father’s skull and choked his mother to death while wearing a face as cold and emotionless as a statue. It hadn’t been an accidental car crash, which was what he’d been led to believe his entire life. They had been murdered. The hands that had committed the unspeakable atrocity were hanging at the man's sides, curling and flexing nervously. He didn’t seem capable of meeting Tony’s eyes either, yet a tension palpable enough to taste was stretched between them, making they and everyone else fully aware of the hostility hanging in the air.

But he couldn’t lose control. No, not here, not now. Not in front of Peter Parker. Not after he’d told him how he’d conquered his own demons. He had to keep it together, if only for the kid’s sake. He swallowed the flame burning in his throat long enough to trace his gaze around the room in search of the flashy red figure, knowing well he owed the kid one hell of an apology after being such a dick to him and dismissing his warnings, wondering if his spider-suit had been damaged at all in the ambush, but was surprised when he didn’t spot him among any of the familiar faces. As everyone began to follow T’Challa and the women towards the back doorway, Tony Stark frowned.

“Where’s the kid?”

Over a dozen pairs of eyes turned on him, all rimmed with confusion. Everybody’s feet stalled to a halt.

“What kid?” Clint asked blankly.

Stark scowled.“ _What kid?_ What other kid would I be referring to?” He looked to Rhodey and Black Widow expectantly, but both of them blinked.

“You...haven’t seen him?” Natasha said quietly. Tony narrowed his eyes.

“No. Have you?”

After exchanging a glance, they shook their heads. “No. Not since the attack in the forest.”

“Wait. So no one’s seen him? Which doctor was looking at him?”

“Who are we talking about?” Steve interrupted sharply. Tony’s chest suddenly felt tight.

“Spider-Man,” he said, knowing the answer should’ve been obvious. His gaze jumped between all of those staring back at him. His voice wavered. “Where’s  _Spider-Man?”_

Sam’s eyes widened. “You brought Spider-Man here? He’s okay? After getting shot and all?”

Stark realized none of Cap’s team had heard anything about the kid since he was flown off in a helicopter elbow-deep in his own blood. They were probably shocked to hear he had survived—or better yet, that Tony had brought him across the world to fight mercenaries in Wakanda barely a week after taking a bullet. But that wasn’t his biggest concern at the moment.

“Where is he?” he said again, almost shouting. Startled looks darted between the Avengers. Steve licked his lips uneasily.

“We didn’t...he wasn’t there. When we found you.”

A dreadful beat passed before T’Challa turned towards one of the red-garbed warriors that flanked him, and she stepped forward.

“We retrieved only you and the three others from the forest after the attack. Was there someone else with you who was not rescued?”

The realization washed over him in a horrible, nauseating rush.  _Oh no. No way. You’ve got to be shitting me._ He met Natasha’s gaze, which mirrored his same disbelief and fear, and his insides became lead. It took a moment for the situation to settle with the rest of the group, and for the revelation to manifest across all of their faces.

They had left Spider-Man out in the jungle.

* * *

 “Ugh...”

The stabbing pain in his head was the first thing he registered. The second was the overlapping sounds of nature gradually returning to his sensitive ears. Behind his mask, Peter's eyes slowly peeled open to total darkness. He tried to blink it away, but it refused to dissipate. For a few terrifying moments, he feared he was blind.

With a groan, he dragged himself upright, grappling dazedly at his face before taking hold of his mask and pulling it off his head. Harsh, pink sunlight spilled into his eyes. He sucked in a sharp intake of air, then released it, relieved. His lungs ached as he fought to gain his bearings. 

He was sitting in a small patch of undergrowth with his legs half-swallowed by a tall, thick bush. There was a large tree behind him. Its massive roots seemed to be cradling his body. He reached up and touched the back of his throbbing head and found a bump along with something sticky matting his hair. He must have been bleeding for some time, but it didn't feel like he was anymore.

_Ouch. Aw, geez. What happened?_ Hesqueezed his eyes shut and rubbed at the spot tentatively.  _Did I hit my head on the tree? I can't really remember. I must've blacked out._ He realized he was cooking in his spandex again and back to sweating bullets. The suit was no longer cooling him down. In fact, it didn't seem to be functioning at all. His comm, vitals monitor, and web fluid meter were all down. The eye lenses of his mask were snapped completely shut and wouldn't open no matter what he tried. Worst of all, the sensory-focusing features Tony had installed into his suit were offline, which meant the plethora of surrounding stimuli were free to rush him all at once. Back home, he had grown used to the sounds, sights, and smells of the city sans the suit's dulling technology to the point that he almost felt like he no longer needed them to function. But to be without the tech in such an overwhelmingly loud and new environment was very taxing on his already aching head.

Grabbing on to the tree for support, Peter slowly pulled himself to his feet. He let go with a hiss once he was standing, a sudden pain blooming across his palm. There were vines strung all around the trunk and roots of the tree armed with jagged leaves and red thorns. He realized his right arm and shoulder had been lying in a tangle of them the whole time he'd been out. Through the holes the thorns had poked through his costume, he could see his skin was blotted with large, splotchy welts. They burned under his hesitant touch and itched fiercely.  _Crap. Is this poison ivy? Or poison oak? Or something else? What the hell do those plants even look like?_ He scratched at his arm feverishly as he lifted his gaze, squinting his eyes in attempt to focus them on one thing at a time. 

Thick vegetation stretched in every direction as far as he could see. It looked like the same spot of rainforest he and the Avengers had been walking through when Tony Stark had yelled at him and his spidey sense had gone nuts right before that crazy man had jumped out of the trees and attacked him. Except now, Tony Stark was nowhere to be found. And neither were the others.

Or any sign of human life, for that matter.

Peter's heart began to thump against his chest. He stepped through the bushes, glancing left and right.

"Um, Mr. Stark?" he called. He looked over his shoulder, struggling to ignore all movement that wasn't human. "Hello? Mr. Stark?"  A wasp whizzed past his face. He swallowed, raising his voice to a yell. "Hey! Mr. Stark! Are you out there? It's Spider-Man!" 

Peter waited. The trees stirred in a calm gust of wind. No answer came.

Licking his lips, Spider-Man stalked forward, gripping his mask in his hand. The dense undergrowth crunched underfoot—twigs, seedlings, grass, leaves. Insects sprung out from under every step he took. The forest floor was punctuated by dancing sprinkles of sunlight, drawing his eye to follow their rhythmic movements. He heaved a deep breath.

"Mr. Stark! Can you hear me? I'm—"

He felt his foot bump something solid. He glanced down. It took him a moment to identify the object as a body. It took him a moment longer to see the nightmarish mask lying cracked by the body's face, and the two milky eyes staring up at him, unblinking.

Peter leapt backwards with a shriek, tripping and falling blindly. His stomach lurched inside him. _It's—it's the_ _man who punched me!_ he realized, scrambling through the dirt, unable to look away. The blades of grass that trembled around the dark figure were splashed with droplets of red. _H-he's dead! He's been killed! Oh my god! What's happening?_

Mid-crawl, his hand sunk into mud that was warm and slimy. He froze and turned around, a smell similar to rotting meat overwhelming him. Another man lied motionless among the foliage behind him, dressed in the same ghostly attire as the first. The only differences were the design of his fear-inducing mask, and the fact that his stomach was sliced open and yawning widely. Raw, red entrails were spilled across the ground, drenched in blood, teaming with beetles and maggots. And Peter's hand was buried inside all of it. 

Spider-Man tore away. His heart was in his throat. His hand was soaked to the skin and dripping. He thought he might vomit. The acrid stench assaulted him like a tidal wave. Gasping, gagging, he bolted into the jungle, passing at least three more mutilated corpses. He ran senselessly, crashing through vines and staggering through shrubs and monstrous leaves. No matter how much distance he put between himself and the bodies, he couldn't seem to escape the smell of death or the milky, lifeless eyes. 

He had no idea how long he'd been running when his feet splashed through a stream, causing him to stumble to his hands and knees. Lungs heaving, he shoved his palm underwater and scrubbed madly, desperate to get rid of the nauseating stickiness. When he was certain he was clean, he glanced around and sprung on to the nearest tree, scurrying up the trunk and clambering through the maze of branches like a drunk monkey. It took him almost two minutes to reach the top, which opened up to miles of green and a rosy sun sinking behind the horizon. There wasn't a trace of civilization or a break in the trees anywhere in any direction. There was nothing but rainforest—dark, endless rainforest.

Peter clutched his mask to his chest as his heart hammered wildly, forgetting in the moment that he wasn't wearing it. Or rather, his crippling fear outweighing how much his secret identity meant to him in his current situation. Gasping for breath, he shook his head and cupped his hands around his mouth.

"Mr. Stark! Ms. Romanoff! Vision! Rhodey! Anybody!" He gazed across the sea of treetops through misty eyes, the branch he was perched on bowing a little, listening to the steadfast silence distraughtly. His voice trembled as it ripped from his throat. "Please! Somebody! H-help! Please help!  _Help me!"_

Spider-Man's cries carried through the humid air much like the choir of birdsong echoing throughout the canopy: shrill, desperate, and heard only by those who had nothing to offer in return. His hands slowly fell to his sides, the jungle's deafening anthem boring through his skull like a power saw.

_I'm...I'm all alone..._

**Notes for the Chapter:**

> Hi ho everyone! Sorry this took so long! I'm back in school, doing a crap ton of extracurriculars, and doing a sports media internship! So much time suck! But I found the time to throw this together! I know it's kinda shorter than normal (i planned for it to be longer) but I decided it had a good stopping point and now I have a head start on the next chapter! Yaaaay!
> 
> Also just finished the defenders! LOVED! *cough* not a huge fan of dandy rand *cough* but still loved! 
> 
> I'm so pumped to actually go more in depth with all of Wakanda's awesome characters. And uh oh...winter is here (get it?) I've never written him before so that'll be interesting, especially with his history w/ stark :O Hope you liked! I'd love to know if you did! And if you have any corrections/suggestions/ideas etc! Until next time!!


	13. Wakanda (Part 1)

"You  _left him out there?"_

Everybody burned beneath Tony Stark's haunted, bristling gaze, petrified with shock. Half the team couldn't believe the kid was actually lost in the jungle; the other half couldn't believe he was here in Wakanda, nor that they'd unintentionally rescued everyone except him. Although wounded by the thought of the young hero abandoned in the unforgiving wilderness, Steve Rogers tried to keep a poised demeanor. He held his hands out cautiously.

"It wasn't—no one meant to, Tony. You know that. We'll get a group together right away; do whatever we can—"

"Where's my suit?" Stark stammered out, rage giving way to desperation. Peter Parker—the fifteen-year-old boy who _he_ had roped into this mess, who  _he_ was responsible for, who _he_  had sworn to keep safe above all else—had been left behind. They had _left him behind._ He was in the hands of those masked monsters, or lying injured and dying with no one around to help him, or being torn to shreds by some ungodly jungle beast, or _worse—_

The kid was alone in an unbelievably hostile environment, possibly kidnapped, probably hurt, definitely scared. All because he'd been too busy worrying himself into a frenzy to stop this nightmare from happening in the first place. All because he hadn't listened to Peter when it had mattered the most. His chest felt like it was blasted full of shrapnel all over again.

"I need my suit now," he demanded shakily, " _r_ _ight_ now."

Like everyone else standing wide-eyed in the medical room, T'Challa took a moment to absorb the predicament at hand. He knew better than anyone how serious the consequences of this situation could be. Even without its plethora of lurking enemies, the Wakandan jungle was a incredibly unfriendly place for outsiders—especially after dark. Taking in the anguish muddying the Avenger's eyes, the king was stung into resolve.

"It is with my sister, Shuri," he finally answered. "She and other technology experts are working to reboot it."

"Take me to her _. Please._ I have to get out there. I have to find him."

"The weapon the Hatut Zeraze used against you damaged the interior of your armor and drained all of the energy from it," the warrior flanking the king's side chimed in. "It will take some time for the suit to be made functional again."

Anxiety blazed across his skin. "I'll fix it. Just—show me where it is."

"Was your friend captured?" she asked him. Tony's heart wrenched at the idea. He shook his head.

"I—I don't know. I didn't see."

"What does he look like? I will lead a party to search for him."

Stark stared at the ground, running his fingers through his scalp, drowning in fearful thoughts. "He's, uh...w-well, he's got brown hair and eyes, but—"

"He'll most likely be wearing a bright red costume," Steve Rogers finished for him, catching Tony's gaze. "Right?"

For the first time in a long time, he was grateful for the super-soldier's aggravatingly off-the-cuff input. His voice came out frail. "Y-yeah. Red and blue, with a, um—a spider on his chest and back." Describing the costume out loud was almost comical, but he was far too terrified at the moment to find it amusing. 

"We'll all help," Sam said, shooting looks at his teammates. "Maybe go back to the spot we first found ya'll and split off into pairs to search the surrounding area."

"Good. We can check the areas in the forest we know the Hatut Zeraze frequent most in case they have him." She nodded confidently at the plan they had formed, but T'Challa placed a hand on her shoulder.

"Take a small team, Okoye. We cannot stand to lose more fighters."

Okoye turned to him with a steely expression. "We will lose no one. I will _never_ let that happen again. And you know as well as I do that my warriors can handle those traitors."

"Which is why I want the majority of you here, guarding the city. You, two others, and me with the Avengers is more than enough people to find their lost friend." He paused, his voice falling to a whisper. "If he is able to be found."

Tony's heart skipped inside his ribcage at his ominous words. He couldn't believe this was happening. He couldn't believe he had _let this happen._

"Forgive me, your highness, but shouldn't you more than any of us be called to stay behind? Your people need you here desperately, and if I may say so, this seems a little beneath you."

"The Avengers have come to help us in our time of need, and now one of their own has been lost. It would be disgraceful for me not to return their kindness. I will not stand idle until he is found, whatever state that may be in." 

"Thank you, King T'Challa," Natasha said, nudging a stone-still Tony Stark in the back. "We should start looking as soon as possible. It'll be dark soon."

Stark broke from his guilty stupor and met the king's eyes. "Yes, th-thank you. Now I—I need to get to my suit. I can locate the kid's tracker if I get it up and running again." He felt so powerless. For whatever reason, his phone and other tech weren't picking up Spider-Man's signal. So until his armor was fixed, there was hardly anything he could offer in service to the search. The kid needed him, but he could do nothing to help.

"That would be good, yes," T'Challa said. "Xoliswa, take him to Shuri."

Another warrior garbed in red stepped forward and gestured to the door. Regathering himself, Tony followed after her, his hands feeling numb as they swung at his sides. The rest of the heroes present watched him leave in pained, curious silence. T'Challa waited for the door to glide shut, then turned back to the men and women waiting before him expectantly. 

"No time to waste, then. Let's move out."

As Stark marched through the gilded hallway, watching the blood-red sun dip deeper and deeper behind the landscape with gnawing fear, he wasn't expecting the hand that suddenly looped around his arm.

"Hey. You okay?"

He stared at Natasha Romanoff with a terror that was paralyzing. Even when she had seen him struggling in the midst of the Sokovia Accords, with his loyalty to his friends and his responsibility to the world pulling him apart until he was nearly wrung dry, he hadn't looked as devastated as he did in that moment. When they had been fighting an army of murderous aliens, a band of Hydra goons, or a horde of evil robots, his eyes hadn't been shadowed with the grim circles they now possessed. Hell, even when she had spoken with him while the poisonous elements in his arc reactor had _literally been killing him,_ he hadn't looked so dauntingly afraid. It was evident that the kid's wellbeing meant far more to him than his own—maybe anyone's.  

Swallowing, Tony turned to gaze ahead, his teeth clenched so tightly they ached.

"No, Nat. No, I'm not..."

* * *

  _Okay, okay. Don't panic. This is no time to panic. Right? Or is it? Isn't this the most appropriate time to panic? Oh god, I don't know. Maybe. This is really bad..._

Peter Parker crept down the bulky tree skittishly, grasping to keep calm. It had taken him a solid five minutes to convince himself he needed to pry his hands from the upper branches and crawl back to the ground, feeling very much like one of the many spooked kitty-cats he had saved from treetops back in Queens. As long as he'd been conscious, he hadn't seen nor heard a single sign of aircraft buzzing overhead that he could potentially flag down for rescue, and he seriously doubted there were going to be any anytime soon. Moving stiffly, grappling at the sappy bark, his muscles shivered against his bones.

He landed against the forest floor with a dull thud. Panting, wiping the back of his hand across his forehead, he gazed around his wild and unfamiliar surroundings, struggling to get his mind right. Everything that once appeared so vibrant and tranquil now seemed to radiate with malicious intentions. The overhanging canopy of trees blocked out nearly all light that remained from the setting sun, cloaking the world below in shadow. Prickly undergrowth brushed up against his legs, carving holes in his costume and skin, and the branches and vines protruding from nearby foliage seemed to be reaching out to grab him like clawed hands. He scratched at the rash on his arm and wrestled with the terror worming through his insides.

_O-okay, so...I'm lost in the jungle. What's the first thing you're supposed to do in a situation like this? Uh...build a fire? Make a shelter? Drink your own pee? Shit! I've never even been camping before! Oh man, why didn't I join boy scouts back in third grade like May said...?_

He flinched as a bird passed overhead, screeching at the top of its lungs. Strange, earthy smells invaded his nostrils and flooded his taste buds. It seemed the entire encyclopedia of bug species were simultaneously humming around the same horn-shaped flower drooping off a fern to his left. The world bustled with so much activity— _too_ much activity. His overloaded senses had no time to process one stimulant before five more cascaded over him. Every inch of dark greenery trembled with hidden threats. His blood swam with cold, jittery restlessness, making his eyes dart at every tiny movement and his limbs twitch. He gripped his mask, gulping down a shaky breath, then slowly releasing it. 

 _Think, Peter. There's—there's got to be a way you can think your way out of this. That's what superheroes do, right? They stay calm, they keep a clear head, and they_ think. _Think themselves out of scary situations. That's what Mr. Stark would do. That's definitely what Captain America would do. And you're Spider-Man. You can figure this out. You can do this. Totally._ He swallowed, trying to rid his mouth of the sour taste coating it, his feet rooted to the ground. _Um...l-let's start with the others. Okay, yeah, good. We were attacked by those masked guys, and when I woke up, all of them were gone. Were they captured? No, no way. They're the Avengers; they don't let themselves get captured. At least, I hope they don't. They managed to kill a lot of the masked men, so..._

A queasy feeling resurfaced in his stomach as the bloody, rotting corpses flashed behind his eyes, but he forced it down. Sweat was slipping along his jawline and dripping off his chin. 

 _I really think they got away. But how could they not realize I wasn't with them? Judging by the sun, it's been at least two or three hours since I got knocked out. They have to know I'm missing by now. Did they seriously leave me out here without knowing? Or could they have gotten separated from each other too? Maybe we're_ all _stumbling around, lost in the jungle. That'd be kinda funny, actually._

He smiled at the thought in attempt to soothe his anxiety, but it had little effect. Tony and Rhodes had flying metal suits, Vision could just  _fly_ as the crazy android thing he was, and Natasha Romanoff was an expert survivalist with a map. If they had gotten lost, they should have been able to find each other or their way to Wakanda's capital within the time that had passed, or maybe both. Plus, Peter was ninety-nine percent sure that among the plethora of high-tech features Tony had installed into his suit, he had to have included a tracking device. He definitely should’ve located his position and found him by now _—_ Mr. Stark wouldn't have just abandoned him...

Unless Mr. Stark was still super pissed at him from before, and this was his way of teaching him a lesson.

The idea seemed farfetched, yet his heart skipped at the possibility. Would he actually do that to him? Thinking back to how bitterly Tony had scolded him just before the attack had occurred, it didn't sound so unreasonable. He had been _so_ mad. Every harsh word he'd spat in his face had screamed that he wanted to slug Peter with an iron-knuckled right cross to the skull. If this situation was the result of Tony's attempts to prove his point and sober Peter up a bit, his plan was working marvelously. As the terrifying cries and moans of the forest whispered in his ears from every direction, Spider-Man swore to himself that if he somehow got out of this alive, he would never play ‘the floor is lava’ in the jungles of Wakanda every again for as long as he lived.

There was, fortunately, another possible reason why he hadn't been located yet: the tracker was down along with the rest of his suit. He hoped to the highest heavens that that was the real and only perpetrator behind this big mix up. Every other option he could think of sent chills crawling across his skin and terror soaring into his throat.

 _Maybe I should try to get back to the spot we got jumped at,_ he thought, needing some kind of plan or course of action to latch on to—anything to make him move from the patch of overgrown dirt he'd been standing frozen in for almost five minutes now. _I think I remember hearing that somewhere: if you ever get lost, you're supposed to stay in the same place. It makes it easier for others to find you and not have to run around all over the place like chickens with their heads cut off. Yeah, that sounds right. Maybe it was Bill Nye who said it, or that teacher lady from The Magic School Bus. Or Cap in one of those awful PSA videos. At least one of those three have probably given that advice before. Or wait, maybe it was the Bear Grills...?_

If he was being honest with himself, Peter didn't really care whether he was right or not. He just needed something to make him feel like he was doing _something_ constructive. Anything to keep his mind off the blisters burning on his arm, the darkness closing in all around him, and the crippling loneliness coiling around his heart. 

Exhaling shakily, he started forward. _The creek,_ he told himself.  _Maybe if I follow it, I'll end up back where I was before._ He positioned himself along the left side of the riverbank and walked, praying he was going the right direction. It might not take him back to the exact spot he'd been, but maybe at least to a ballpark area that seemed more familiar. The dense underbrush flanking the stream crackled under his tentative feet. He ducked under draping vines and scaled the trunks of bulbous trees, moving just for the sake of avoiding stagnancy. Perhaps he could turn this into a game. Kids grew up pretending to be jungle explorers; he remembered doing so himself fairly often when his uncle used to take him to Central Park. If he thought about it like that, maybe it wouldn't be so scary. He tried narrating his journey in a Morgan Freeman-esk voice for a while, then switched to humming the Indiana Jones tune while he swung from tree to tree. Neither did much to dampen his stress.

It grew clear very quickly that he couldn't will himself into a childlike mindset, and attempting to do so was not enough to keep distracted from the truth. No matter what quirky spin he tried to force upon his situation, he couldn't deny the cold reality: this wasn't fun. This was terrifying. He wanted to be back with the others, back with his friends, back _home._ He never imagined going on a mission with the Avengers would result in him feeling desperately lonesome or homesick. Yet despite the lonelines, another dreadful feeling was festering in the pit of his stomach, growing stronger with every passing minute.

He felt like he was being watched. 

Peter leapt over a patch of thorny briar and caught himself on a tree branch, shooting anxious glances over his shoulder. _Cut it out, brain. You're freaking me out over nothing._ He tried not to think about the masked mercenaries hiding in the verdure, waiting to lash out when he least expected it. Tried not to think about how rapidly the light was fading. About never finding his way back. No one coming to save him. He sprung off the branch then hooked a thread of webbing to the next one, realizing his mistake an instant too late. Before he could grab hold of anything solid, the thin timber bowed and snapped under his weight, and he flailed through the air with a yelp. Spider-Man crashed through the briar and into the stream, his skin peppered with splinters and sliced to ribbons. Shattered wood chips and twigs rained down on his head, and he lifted himself from the shallow waters with a gasp. The remains of the branch flowed down the creek, along with tiny rivulets of his blood. 

"Wonderful," Peter groaned, relieved to find that his backpack had only been splashed and not completely submerged. "Thanks, nature. Mr. Stark's gonna kill me when he sees what I've done to his suit." His skin stung in a million different places as he untangled himself the rest of the way from the toothy brush. He stared down at his palms and plucked a few of the splinters out, hissing through his teeth. At least the cool water was refreshing against his sweaty, smarting flesh.

Another branch suddenly fell from above, making him flinch as it struck the water in front of him. It bumped against his stomach as the stream carried it forward, then split into hundreds of wiggling strings. They began to weave beneath the surface, curl around his limbs, slither up his torso. _Not a branch,_  Peter realized, one head among the swarm slowly coming into focus, its scissored tongue flickering between its fangs as it darted towards his neck.  _Not a branch, not a branch, not a branch!_

Spider-Man launched himself out of the creek with a piercing scream. "Agh! Holy shit! G-get off! _Get off!"_ He kicked his legs and swatted at the slippery reptiles wildly, watching them drop into the bushes and crawl into the darkness like living shadows. He stuck to the side of a mossy boulder, gulping down air, shaking like a leaf. His skin prickled beneath his costume.

 _"Snakes?"_ he shouted, watching the last of serpentine bodies slither up the riverbank back into whatever hellhole they'd come from. "Giant, falling, balls of snakes?  _Snake bombs?_ Are you  _kidding_ me?"

The universe offered no reply to his disbelieving rant, and he pressed his forehead to the cold stone, struggling to catch his breath. "H-hell to the... _freaking_  no," he laughed bitterly. "No, uh-uh, nope, never-ever,  _no._  I can handle androids, aliens, even my aunt's gag-inducing turkey meatloaf, but I  _cannot_ deal with bucket-loads of frickin' snakes d-dropping out of the sky like I'm in some R-rated David Ellis film—"

A deep, throaty growl suddenly met his ears. Peter froze, falling silent in an instant, muscles coiling. The growl fell silent as well, only to return a few seconds later. It rumbled like quiet thunder from the underbrush, preparing to strike. He slowly lifted off the rock, glancing in every direction, unable to pinpoint a source. His heart throbbed against his chest as the sound began to grow louder, as if it were approaching. _W-what the hell? What is that?_ His mind reeled back to third grade science class: biomes of the Earth.  _What kinds of animals live in the jungle? What kinds of animals live in the jungle that could potentially make that noise?_ He was too scared to remember, too scared to think straight. He wondered if this jungle was at all different than the one's he'd learned about, seeing that it was almost completely unexplored by any human beings besides Wakandans. He was still pondering the idea when he spotted what looked like a pair of eyes peering at him from the shadows. They were greenish-yellow, glowing like miniature moons, and staring him down with an unbroken eagerness, as though he were a meal being prepped for consumption. His breath hitched violently. It was some kind of creature, or demon, or _monster._  It wasn't human.

Quivering, wide-eyed, moving like a snail, Peter crept down the face of the boulder, dropping to the ground and fighting to keep his implosive panic at bay. The eyes watched: unblinking, unmoving. 

His feet were bolting in the opposite direction before the rest of him realized it. As he stumbled through the creek, tore through the underbrush, swung from the trees, he swore he could hear the monster stirring the grass in pursuit of him. _I'm not fast enough,_ he thought, choking down ragged breaths. He couldn't see. His cuts were burning. His heart was pounding in his throat. 

He dropped from a web-line and sprinted across the forest floor, only to feel his foot catch on a tree root. Peter tripped with a shriek and face-planted into the dirt, his backpack flying off his shoulders. A couple moments passed before he slowly drag himself to his hands and knees. He blinked the dirt from his eyes as a moan slipped between his lips. The bump on his head was aching again. 

"Ouch," he hissed, grimacing. His hand moved to the back of his neck, checking to see if the injury was bleeding again. Fortunately, it wasn't. Unfortunately, he instead felt something big and hairy crawling down his spine. He grabbed hold of it rigidly and held it in front of his face, squinting. He was expecting to see some kind of weird leaf or plant; he was startled to find he was very wrong. In his hand sat a squirming, eight-legged beast of an arachnid: a _tarantula_. He'd never seen one in real life. It was _much_ bigger than he'd imagined. Under normal circumstances, he thought he might come to enjoy the company of a fellow arthropod companion; they were kind of like kin, right?

These were not normal circumstances.

Peter made a noise that didn't sound human as he chucked it halfway across Africa, scrambling backwards with his heels digging into the earth. He sat panting in the darkness, eyes bulging out his head, chest heaving. 

By that point, the world around him was almost pitch black. The faint starlight twinkling through the canopy was the only thing offering him the tiniest inklings of visibility. If he didn't have enhanced sight, Peter was pretty certain he'd be completely blind. 

 _Oh god,_ he thought, sweeping his gaze across the shadowy foliage. _It's—it's so dark. It's too dark. I can barely see._ He blinked feverishly, scraping the rest of the mud off his forehead. He suddenly became very aware of how unbearably loud the nightlife of the forest had become: crickets were chirping, birds were crying, frogs were croaking, beasts were howling—the world was roaring with millions of ominous sounds. They poured over him like a skull-splitting tsunami, and Peter doubled over with his hands pressed to his ears. 

"No," he pleaded, squeezing his eyes shut. "Not now...not again..."

It was worse than before. It felt like a bunch of tiny explosions were going off inside his brain. His enhanced senses were being bombarded with inexorable, relentless input, and there was nothing he could do to make it stop. Above it all, the monster was back, growling at him from the shadows, preparing to pounce. He put his head between his knees, gasping.

"H-help," he whispered. Tears gathered in his eyes and slipped down his muddy cheeks. "I can't...I can't do this. I can't do it. I can't..."

It was so loud. It was so loud and he couldn't think and his cuts and splinters were on fire. He had scratched the rash on his arm so much that his nails had broken the skin and were purpled with blood. He was crying and shivering and the loneliness was insufferable and everything was _so loud._

He wasn't an Avenger. He wasn't even a friendly neighborhood superhero. He was just a scared little kid lost in the woods, desperate to be rescued. His screams came out as broken, ragged sobs.

"Please! _S-somebody!_ I'm out here! I'm—I'm lost, I can't b-breath, and I need help! Help me! Please..."

He sat in the dirt with his face buried in his hands. Even though night had fallen, the forest was still incredibly hot and humid. His sticky skin clung to the form-fitting suit like velcro.

Choking on shallow breaths, Peter pressed his fingers deep into his temples. He bit his lip, then carefully peeled his tearful eyes open. Through the thick, inky darkness, his vision suddenly focused on something sitting on the ground between his feet. 

It was his Spider-Man mask. Though nicked in a few places, it was mostly still intact. He was surprised that he'd managed to keep it with him until now. He stared down at the dark lenses, watching his tears fall and melt into the fabric. In a way, the mask seemed to be taunting him; it gazed into his soul as though it were his reflection, but in reality was a symbol of everything he was supposed to be, and everything he wasn't in that moment.

He swallowed, the fear twisting at his core slowly and steadily dissolving. Instead, a new emotion rose up inside him, making his teeth clench behind his lips. It was anger. Stark, piercing anger. The reaction was unexpected even for him. Peter Parker was shockingly, viciously mad.  

 _What the hell are you doing?_ he thought. The anger was almost numbing. _This isn't you. This isn't the person that Ben and May raised. This isn't the hero Tony Stark took under his wing and trusted with the suit. Not in the slightest._ He ran his palms under his eyes, sniffling quietly.  _Why did you want to come on this mission in the first place? To prove yourself to Mr. Stark and all the others—maybe yourself, too. Well congratulations, Spidey: here's the perfect opportunity. Do what the Avengers do. Find a way to save yourself. Think yourself out of this._

He gathered the mask into his hands. "Y-you can do this," he said out loud, raising his voice above the deafening jungle ambiance. "Come on, Peter. Come on Spider-Man."

He lifted his gaze from the ground. His breathing was choppy but growing more level. His eyes swept across the shadowy landscape as his mind scavenged for bright ideas. The thought came to him just before he spotted the tip of his backpack poking out from behind a shrub, the Midtown High pin on the back pocket catching the glare of pale starlight. 

Peter crawled to his feet and retrieved the bag. He pulled out his computer and opened it in his lap, the bright light rendering him blind for a few seconds. He wasn't stupid enough to think there'd be wifi out here, but there might be another way he could send out a signal and get ahold of the others. His hand went to the spider symbol on his chest, and with one click, the whole suit fell off. 

"Now I really do feel like Tarzan," he chuckled, peeling his limbs free of the heavy fabric until he was stripped down to his underwear. He found that voicing his thoughts aloud helped calm him a little, so he decided to keep doing it, even though it kinda made him feel like a crazy person. The relief from the heat was heavenly, although he was far more susceptible to the mosquitoes and gnats buzzing hungrily around his raw scrapes. He swatted at them with jerky movements while flipping his costume inside out, revealing the labyrinthine crossword puzzle of circuits sewn into the underside of the material. Using the light from the display, he located the spare USB cable in his backpack and plugged one end into the laptop, the other into the tiny port near the center of the suit, which took him a few anxious minutes to find. A familiar blue screen scrawled with code flashed before his eyes, and he sighed softly.   

"Okay, so...maybe if I can reboot the suit, I can contact Mr. Stark, tell him where I am. Or maybe my tracker will switch back online, and he'll be able to find me." His fingers flew across the keyboard as he spoke, eyes darting just as fast. It took him mere seconds to realize just how insanely dense the software Mr. Stark had put into the suit was. The sheer volume of data lofted before his eyes, not even mentioning each levels’ specific content, was absolutely staggering; he knew the suit was high-tech, but he had no idea it was _this_ complex. He only recognized about half of the codes glowing back at him, while the rest were entirely too complicated for him to understand or crack. A sudden longing for his best friend's presence overwhelmed him.

"Damn, Ned; I really wish you were here. You are _way_ better at this stuff than I am."

While searching for a way to reactivate the suit, Peter came across something strange among the lines and lines of data. He stopped, leaning forward and narrowing his eyes, thinking surely he was reading it wrong. "'Training Wheels Protocol'?" he read aloud. "What the hell...?"

From what he could tell, it was some kind of firewall blocking him from accessing hundreds of the suit's extra sub-systems. It looked like something Mr. Stark had installed to keep him from utilizing the suit to its full capabilities. He doubted it had anything to do with the suit being inoperable at the moment, but he found that he couldn't make himself scroll past it, a crease forming along his brow.

"'Training Wheels'? Seriously, Mr. Stark? That is _so_ not cool." Peter understood he was still pretty new to his spider powers and superhero-ing and even what small roster of the suit's features he did have access to, yet he couldn't help but feel insulted that Mr. Stark didn't think he could handle the suit's entire arsenal of high-tech possibilities—and that he'd named the program restricting him from doing so the 'Training Wheels Protocol'. What was up with that? Spider-Man did not need training wheels! 

He would've liked to harp on his grievances further, but it was hard to voice them effectively as he sat in his Captain America underwear with tears still brimming in the corners of his eyes: not exactly the epitome of maturity and masculinity. The migraine-inducing thrum in his brain was also regaining power over his senses, and he was stirred with new urgency to fix the suit before he was incapacitated again. Shaking his head, he entered in a couple variations of the cipher-cracking command Ned had taught him, hoping if he overrode the dumb protocol the whole suit would reboot along with it. He was on the sixth trial when he finally managed to break through, and he flinched as the suit suddenly hummed to life with a pulse of blue light. 

“It—it worked?” he stuttered, elated. “It worked! It worked!” He slapped his forehead with a weary laugh, beaming as bright as the sun. “Oh my god, being a nerd freaking _rules.”_

Rubbing his eyes dry, he tossed his computer back into his bag and pulled the Spider-Man mask over his face. The relief was immediate and glorious; the blaring jungle anthem was dulled to a gentle, quiet purr. He wanted to cry all over again: this time, out of joy. He’d never appreciated Mr. Stark’s exceptional attentiveness more. He closed his eyes and fell back with a sigh, the ache in his skull slowly subsiding. He just lied there for a couple minutes, thinking of nothing but the warm air cycling through his lungs and the absence of pain throbbing through his brain.

The ravenous insects assaulting his exposed flesh were quick to tear him from his reverie, however. With a groan, he rose upright while swatting at himself, muttering under his breath that he’d already had one crazy bug bite too many and didn’t need to be waking up with the power to spread West Nile virus added to his catalog of weird abilities. 

He stood and stepped into the frumpy fabric, dripping with sweat, praying that the cooling systems were up and running again. Right as he clicked the spider on his chest to shrink the costume down to his size, he grew curious as to what other systems were online now that the suit’s restrictive protocol was down. 

His question was answered as soon as the material contracted against his small frame. The whole costume suddenly thrummed with luminance, and a million tiny images flashed in front of his eye-lenses. As if that wasn’t startling enough, an unfamiliar voice began speaking inside his head. 

 _“Good evening, Peter,”_ a woman greeted him cheerfully. Peter flinched in surprise and shot glances left and right. 

“Wha...h-hello?” he stammered out in response. There was nobody around. The voice was coming from inside the costume. 

“ _Congratulations on completing the rigorous Training Wheels Protocol,”_ she continued. “ _You now have access to your suit’s full capabilities.”_

Peter felt his face redden. “Oh. Um, r-right, yeah. That’s—yep, that’s what I did. Uh-huh.” Crap. Mr. Stark was going to be so pissed at him—although he doubted he could be any more pissed at him than he was already. A seemingly endless collection of graphics scrolled before his wide eyes as she spoke, advertising all of the new features he had unlocked. He could barely catch a glimpse of each one before the next appeared immediately after. 

“ _So where would you like to take me tonight? You appear to have sustained a few minor injuries. Perhaps you should tend to those before engaging in any more strenuous activities. Would you like me to walk you through how best to treat them?”_

“I, um...hold on.” Spider-Man rubbed at the side of his head. “W-what or who exactly are you...exactly?”

_“I am your assistant, Peter. I am here to help you however you may need.”_

“Assistant? I have an assistant? How do you know my name?”

_“Tony Stark uploaded your full database to my schematic. I know lots about you, Peter. Like that you have a mild allergy to pecans and that your Instagram account only has forty-two followers.”_

Peter gasped upon the realization. "Wait a minute. Are you my suit's A.I. thing? The one Mr. Stark was telling me about?"

_"Correct. Tony Stark created me to aid you in your heroic endeavors. It's nice to finally be able to speak with you."_

He laughed in disbelief. "No way! This is awesome! But hey, c'mon, I only just made that account last year. Cut me a little slack." He gazed down at his gloved hands. "Have you been here this whole time?"

_"I have. I keep tabs on your biological wellness and your overall personal development."_

"I don't know if that's cool or a complete invasion of my privacy. I'm gonna go with cool." His eyes wandered back to the dark expanse of trees towering before him. Cold fear reawakened in his chest and loomed over his heart. Although no longer overpowering, the sounds of the jungle's nightlife still pressed upon him from every direction, making his skin crawl with uneasiness. A chill shot up his spine as a far-off shriek met his ears, and he shivered despite the thick humidity.

"S-so...um...you're here to help me. That right, suit lady?"

_"That's right."_

He nodded. "Okay. Great. 'Cause I could really use some help finding Mr. Stark or the other Avengers right about now. Do you know how I could contact them or maybe find my way to Wakanda's capital city? Or any civilization whatsoever? I don't know if you can tell, but...I'm kinda lost out here."

The A.I. was silent for a moment, as if she were thinking. “ _Your communication systems appear to be inoperable. All the connection lines I've tried are dead. Your tracker is damaged as well; the gauntlet that man hit you with fried a lot of the suit’s circuits.”_  Peter's heart sank, and the A.I. seemed to detect this. “ _But those are the only systems that are completely down. The rest are almost fully functional. Such as your suit’s cooling system.”_

At her cue, brisk air flushed across his skin once again, and Spider-Man exhaled blissfully at the immediate assuage. He relished the relief a minute longer, then licked his lips. “Alright, well, that kinda sucks. No one can find me, and I can't contact anybody. But things could be worse, I guess.” He stretched his arms at his sides and lifted his gaze to the sky. “How about my location?”

 _“Unfortunately, I can't triangulate your exact position in an area without satellites I have access to, and there aren't any complete maps of Wakanda available to the general public. But if I remember correctly, Natasha Romanoff said before that you guys needed to go east.”_ A digital compass appeared in the corner of his vision, the needle aimed to his left. _“You could try heading that way, see what it leads to.”_

Peter beamed. “Okay, you’re awesome, suit lady. You’re like Siri, except actually good and functional.” A big yawn interrupted his words, and he rubbed at his eyes and pointed ahead lethargically. “So I guess I’ll just...start walking. See where I end up. Anything’s better than just standing here like a big...dumb...not moving...thing.”

The woman's voice seemed to soften. _“Maybe you should consider taking some time to rest and regather yourself first. You look very tired."_

"What?" he exclaimed, straightening his spine. "No I don't. There's no way. I slept for twelve hours on the plane ride over here. That's, like, double the amount of sleep I normally get."

_"Because of your enhanced metabolism and endurance, your body requires more sleep than an average man's to fully replenish its strength. The fact that you are also a developing teenager increases your sleep needs even more so. It would be best if you got twelve hours of sleep every night."_

"Yeah, well, that's not happening anytime soon," Peter snorted, finding himself stifling another yawn. It was, however, startling information to grasp.  _Well n_ _o wonder I pass out in chemistry almost every other day,_ he thought. He was barely getting half the amount of sleep he was supposed to every night. But he pushed the trivial concern aside. "I'm okay, suit lady. Really."

 _"You must also take into account that you've been in a constant state of fight-or-flight since you were left out here on your own,"_ she added as he started hauling himself a few steps forward. He blinked his eyes rapidly to try to clear away the heavy bleariness. _"That in itself can be very draining."_

Peter stumbled through the underbrush about five more feet before trudging to a slow and defeated stop. He groaned and steadied himself with a hand against a tree, hating how aware he'd suddenly become of the exhaustion clinging to every muscle and bone in his body. It felt like the A.I's words were permeating his skin and transforming his blood to cement, afflicting him with sleepiness in the exact way she was describing. His bones were brittle, and his eyelids seemed to droop with the weight of fifty cinderblocks. And yet, at the same time, his mind was restless with fearful thoughts; he didn't want to go to sleep. Sleeping meant stagnancy, incognizance, and vulnerability. It meant masked men or growling monsters or snakes bombs—or all of the above—pouncing on him and sinking their teeth into his throat. Sleeping meant rendering himself defenseless in a wild, ruthless war zone, and that was the last thing he needed. His enervated body, however, thought otherwise. 

"I can't sleep out here," he said helplessly. "Something’s gonna find me and kill me."

 _"I will monitor you while you are resting and wake you if anything dangerous comes along,"_ suit lady assured him. Spider-Man stared ahead languidly.

"You will?"

_"Of course, Peter. Would you like me to help calm you by playing the white noise sound you usually listen to while you sleep?"_

He started and felt himself blush a little. "You know about that? You don't tell Mr. Stark everything you pick up about me, do you?"

_"Hmm, no, not everything. Only the things he requests."_

"Like what?" he asked, expecting to be mortified.

_"Like the average number of people you help during your patrols and how bad your injuries are when you get hurt."_

His uneasiness wavered, replaced instead by curious surprise, then tentative joy. One way or another, no matter what kind of indifferent front he tried to hide it behind, the truth was evident: Mr. Stark was always looking out for him. But just as quickly as the knowledge lifted his spirits, Peter felt them fall again.

“Mr. Stark hates me right now, doesn’t he?”

The voice in his head paused for a spell. _“I don’t believe so. His concern for your wellbeing might have made him act crossly towards you, but I doubt his words carried_ _any real animosity. For what it’s worth, I think you are very likeable, and it would certainly take a lot for me to view you in any kind of negative light.”_

Spider-Man’s face melted into a sleepy smile. “Aw. Thanks, suit lady. That’s really nice of you.” Although he wasn’t entirely convinced, he didn’t have the strength to argue against her claim. His words were broken up by another massive yawn. “I’m glad I have you to talk to now—makes me feel less alone out here.”

_“That’s my purpose and pleasure, Peter. Now, how about you stop for the night to rest, and then continue your search in the morning? For many reasons, I think it would be in your favor to do so.”_

Peter laid his palms flat against the tree he was leaning on and pulled himself off the forest floor. “Mm’kay. If you insist. Don’t know how this is going to work, though.” Scaling the bark with sluggish movements, he made it to a height he felt comfortable with—not too high as to intrude on the canopy of sharp and brittle upper branches, and not too low to where the creatures that crept along the dark earth could reach him. He was about to spin himself a comfy web-hammock to repose in, then frowned.

“My web fluid only lasts about two hours,” he recalled. “How am I—what am I going to sleep on? I don’t want to be dropped thirty feet halfway through my favorite reoccurring dream: never ending chocolate cheesecake.”

 _“You have web fluid that lasts up to twenty-four hours,”_ suit lady said, highlighting one of the hundreds of tiny compartments inside his web-shooters. 

He gazed at his wrist stupidly. "I do?” 

_"You do. And that's just one of five hundred and seventy-six different web fluid combination you have at your disposal.”_

Peter balked. “F-five hundred and—come again?”

_“Five hundred and seventy-six. You can also mix your own concoctions to create even more webbing varieties.”_

_Holy crap, Mr. Stark,_ he thought bewilderedly, glazing over the jarring plethora of web fluid types his web-shooters now possessed. His mentor had really gone overboard with this. _Did he seriously sit down and think up this many different kinds of webbing for me?_ Spider-Man could hardly come up with five off the top of his head.

He would've wallowed in awe a lot longer were he not so dazed with exhaustion. Shelving the disbelief off to revisit at a later time, Peter selected the long-lasting web fluid and spun himself a sturdy web-hammock between two neighboring baobab trees. He'd made plenty before and had never had an issue with one breaking beneath him in the past, but due to his particularly uneasy disposition that evening, he didn't think it would hurt taking a few extra precautions to make sure his make-shift cradle was extra durable. Once he was convinced of its integrity, he settled himself into the hammock quite comfortably, his arms resting behind his head and his eyes blinking up at the milky sky winking through the leaves. In an instant, the world was suddenly calm. His dark surroundings, though still hostile, now bordered on a certain peacefulness. He could feel the warm night's breeze rocking him back and forth ever so slightly. The din of nightlife was still loud, yet somehow strangely idyllic. 

"There's nothing dangerous around me right now, is there?"

 _"No, there isn't,"_ she insisted.

"And you promise you'll wake me if there is something dangerous?" he yawned.

_"I promise, Peter."_

He was going to rattle off a few more paranoia-induced questions, when a soft humming noise began to purr from the speakers in his suit. He recognized the white noise sound as soon as it met his ears, and the familiar droll had an immediate soporific effect on him—to an almost embarrassing degree. Within minutes, his fears had dissipated into the wind, and he was asleep before he could articulate any more protests.

As the young hero slept among the trees, another figure was perched on the limb of a nearby sycamore, undetected and clandestine, veiled in shadow. All night long, without wavering a moment, the ghostly green eyes watched him: unremitting, unmoving, silent.

**Notes for the Chapter:**

> Hiya! This chapter was supposed to be longer (again) but since the last time I posted I've turned 20, gotten into a car accident, watched hoco 10 times, and have had people ask if I'm dead or not so I figured it was time lol. Sorry for worrying you guys - I'm totally fine, just swamped! But thanks for your concern, and your requests for more updates make me happy that you enjoy my writing but sad that I can't update more! I promise I'm not giving up on this story - I freakin love writing it (especially after seeing that new Black Panther trailer omgggg) and am going to keep updating as often as I can!
> 
> Thank you by the way for all your wonderful comments, I'm sorry I haven't replied with a thank you to all of them, but I promise I read every single one and they mean so so so much to me. I'll try to be better about that from here on out!
> 
> Ps. you probably picked up that I stole a bunch of stuff from the movie for this cuz I have no originality PPs. go watch baby driver it's amazing. Until next time!


	14. Wakanda (Part 2)

**Notes for the Chapter:**

> EXPLANATIONS TIME!!!  
> Okee dokee so a couple weeks ago I may have accidentally posted this chapter for like 2 hours without realizing it when it was probably only about halfway finished and hadn't been edited or anything at all. A bunch of you messaged me after like "where the heck is the new chapter nugget??" and I felt so bad cuz I had to take it down cuz it sucked yknow, and even worse a bunch of others actually read the incomplete chapter before I deleted it and were like "??? what the crap is this crap???"  
> So yeah. It was a sad situation :( But here it is finally, and it's still kind of mess and like insanely long cuz I don't know how to end a chapter but I hope you like it anyways. Again, SO SORRY FOR THE CHAOS I AM THE WORST

_"I'm still not receiving any signals from Peter's suit, boss."_

"Nothing? No vital scans? Damage updates? Baby Monitor footage?" 

Natasha and the surrounding Wakandan mechanics shared strange looks upon hearing that last comment, but thought it best not to ask.

_"I'm afraid not. That either means the suit is completely shut down, or that its connection to my server has been severed. The latter evinces that the suit has sustained heavy internal damage."_

_Shit,_ he thought. And what did that mean for the kid inside it?

Tony Stark paced along the back wall of the massive workspace, periodically eyeing the woman operating on the small device that had rendered his suit a clunky hunk of junk. In favor of investigating other ways of locating Peter, he had reluctantly allowed Shuri and her team to take over the effort of dissecting the mechanism upon discovering that the tech used to disable the suit was somehow beyond his understanding, and that she was somehow more than capable of tackling the task. These Wakandans were clearly more than what he’d been led to believe, and he knew he was only scratching the surface. This place had secrets on top of secrets to unveil, but right now, there was only one secret Stark was bent on solving. Nothing else mattered until the kid was found, safe and unscathed. He gripped his left wrist as he marched back and forth to keep his arm from trembling.

"Play back the last thirty seconds of footage you received before the connection was lost," he demanded, jerking to a stop. The few quick moments it took the A.I. to bring up the video felt like decades. 

 _ "—coming! Something’s coming!"  _ he finally heard a young voice cry. An image flicked out from his wristwatch simultaneously, showing a first-person perspective from Spider-Man's point of view. His insides listed. 

 _"Quit yelling, kid,"_ he watched himself snap back. From Peter's low eye-level, the man in the armor seemed to loom like a giant.  _"What do you mean? What’s coming?"_

The video shook as Peter glanced around frenetically and spouted off about the weird 'spidey sense' thing Stark had heard him mention a couple times before. Tony scrubbed a hand across his face in dismay, dreading what he knew was about to happen.

_ "There's nothing out there." _

_ "Yes there is! I’m telling you, there is!" _

_ "You’re being ridiculous. Come on—we’re wasting time." _

A massive bang followed his cold words. The footage's audio peaked. Everything spiraled as Peter fell to the ground with a sharp yelp, and a masked figure stalked into frame, peering down at him as a menacing silhouette against the sky. His chest seized as the man reared a gauntlet-bound fist behind his head. Stark could only watch: a passive, helpless spectator. Peter gasped in fear right before the punch struck him. There was a nauseating crunch, and the image went black—the world, silent. When the holographic screen dissipated before his eyes, Stark gazed into the empty space distraughtly, blinking and huffing and shaking his head.

"That's it? That's all you have?"

_ "Yes, boss." _

He draped against the wall, pinching the bridge of his nose. "That's... _nothing._ That tells me nothing, FRIDAY."

_"It tells you that the suit's connection has been down since the attack occurred seven hours ago."_

_Seven hours._ The kid had been out there for _seven_   _hours—_ no company, no contact with anyone. Nothing.

 _"That doesn't mean that_ Peter Parker _is down though, boss,"_ the A.I. felt compelled to add, noting her creator's current cardiograph readings.  _"The suit's connection with your server is broken, but the suit itself could still be in a relatively functional condition. And even if it isn't, I wouldn't abandon hope just yet. Mr. Parker is a powerful individual who can withstand great physical trauma and navigate difficult situations."_

Tony scoffed, eyes squeezed shut, throat tight with guilt. "Y-yeah," he stammered out. "Yeah, he is. But he's still just a  _kid,_  FRIDAY, and he’s alone out there, and it’s getting later and later and this place is crawling with threats and I never should’ve let this happen in the first place—"

"Tony," Natasha interrupted him, jarring him from his feverish rant. He looked up at her dazedly. "Over here."

He clenched his jaw as he stalked across the room to her side, feeling her eyes discern his every step. She caught his gaze for an instant, then motioned towards the woman standing on the opposite side of the work table. 

"She thinks she might have this thing figured out."

He eyed the young woman tinkering with the mechanism. She looked hardly a day older than Peter.

"You do?"

Shuri paused from her work to stare up at him, blinking her warm, intelligent eyes. She nodded. "I do. Now, this device here sapped all the energy from your armor, yes?" Her hands worried at the metal ball as she spoke, picking through the internal membrane almost unconsciously. "That means that it had to have either expelled the energy as heat or stored it somewhere inside the device. Therefore..."

Teeth gritted, she wrenched a small ring out of the mechanism with a pair of tweezers, which glowed an eerie blue color. The light gilded the contours of her face as she held it out triumphantly.

"...it seems the latter was the case."

Stark was about to insist that that was impossible, that  _nothing_ could drain the energy from his suit that easily or rapidly, then squinted at the thin disk in disbelief. "That's...wait, is that...? What the hell? That looks like a tiny version of one of my arc reactors."

"It is one of my creations. It stores massive amounts of energy at a stable and compact state. The Hatut Zeraze must have implemented my design in crafting these new weapons." She muttered something under her breath that sounded like a long string of curses. "For a group of spineless traitors, their ways are cunning. Even some of my most trusted mechanics have joined their cause. You've seen how dangerous they've become."

Tony was still reeling over the fact that this dainty little kid from the other side of the world had somehow come up with a better version of his arc reactor than any he'd ever conceived _—_ or even Vision with his immeasurable arsenal of data had. Who the hell were this people? Who the hell was  _she?_ He knew he'd go mad if he didn't figure out what exactly was going on with this place,but that conversation would have to happen later: his blood pressure could only handle one insomnia-inducing puzzle at a time. 

"Okay, so,  _what,_  we just need to recharge the suit with it, right? So first, we diagnose the internal damage, get all that fixed, then—"

"It's already fixed," a voice behind him interjected. He blinked and turned to see a group of mechanics traversing the room. A translucent pod hovered between them, his Iron Man armor suspended inside it by two magnets at the top and bottom. Although buffed to shine like a new penny, the bulky metal suit appeared almost tacky and obsolete next to the streamlined Wakandan uniforms. Stark began to wonder how they had repaired such a complex piece of machinery that only he was supposed to understand so quickly, but decided it wasn’t worth fraying more nerves over.

"Oh," he replied. "Uh, great."

The woman in front clicked a button that made the outer sheath of the bubble retract, but the armor remained steady within the container. 

"Now it just needs to be recharged," she continued. "We rebooted all of your suit’s systems, but right now it only has about eight minutes' worth of power available. How long does it typically take the armor to fully charge?"

"About an hour," was his response. 

"I will have it ready in thirty minutes. Mr. Rhodes' suit as well. If you feel you cannot wait that long, you are free to borrow any weapon or armor of your choosing from our selection."

Stark considered the idea for a moment but eventually declined. He wanted to be in the suit in case any of Peter's signals switched back online. Shuri nodded, and Stark slowly eased into a chair that sat parallel to a wall ornamented with rows of spears, his scrunched face hidden behind an unsteady palm. Shuri studied the man in silence, exchanged a glance with Natasha Romanoff, then carefully rounded the wide table. Tony almost jumped when he felt a hand curl gently around his wrist.

"Your lost friend means a lot to you. I can see that."

He didn't know how to respond. She gave his arm an affirmative squeeze.

"I know how much pain the Hatut Zeraze have caused all of us, and I know the unspeakable grief of losing someone I care deeply about, so I promise you this: we are going to do everything we can to find him. Trust my brother and the Dora Milaje. No one is better equipped, and you will be able to join them in their search soon enough."

Then she left to join the rest of the mechanics as they hooked the Iron Man armor to a multitude of complex generators, tossing the mini arc reactor into what looked like a disposal bin as if it were nothing. Tony Stark sat in a quiet haze, eyes locked on the floor, bones stiff. His fingers flexed restlessly against his legs. He wanted so desperately to believe her. He was amazed by how certain she sounded and the countenance of pure confidence she possessed. But so many people had already been taken from him. So many innocent lives had been crushed because of his carelessness and failure. What was stopping that from happening now? What was one more death tacked on to that exhaustive list?

Something vibrated inside his pocket. He retrieved it, and his blood turned a shade colder. It was Peter Parker's phone—the cracked, pathetic iPhone 3Gs he had taken from him almost immediately after they had landed. Birnan Zana must have free wifi, as an iMessage had managed to make it through all the way from the other side of the world. The one short text scrawled across the shattered screen nearly broke him.

_Hi sweetie.  Miss you.  How's the internship going?  xoxo_

One half of him—the dark, calculated half that knew the numbers affiliated with situations like this all too well—was ready to give into the despair. To accept the dread that had haunted him since he'd seen that kid knocked from the sky and sprawled across the cement of the airport in Leipzig. This was simply the reality that befell anyone who got too close to him. It was a curse he could never escape since the day his parents had died when he was twenty-one years old. 

But the other half of him—the insufferable one that somehow always persevered to the end no matter how impossible the odds seemed, and the one that recognized just how strong, smart, and brave that kid from Queens could be—held its ground. It burned in his chest and boiled in his veins, refusing to be overthrown regardless of how fervently he tried to shake it.  _You're going to find him,_ it insisted.  _He's alive out there, and he's going to be okay. Don't give up. You can't give up. You know Spider-Man hasn't, so neither can you. Not yet._

The next thirty minutes were the longest of his entire life.

* * *

The air felt heavy as the strange collection of individuals trekked through the jungle in tense silence. Okoye and T'Challa headed the pack while Ayo and Xoliswa brought up the rear, leaving the group of foreigners to occupy the center. Other than a few whispers passed between the Wakandans, no one spoke a word for the first half hour of the search. In their minds, most rationalized the silence as a safety precaution: the forest was littered with unseen hostiles, and they didn't want to alert them of their presence. But in reality, everyone knew the true reason nobody wanted to talk.

When the veil was finally torn, it was through a quiet exchange between childhood friends.

"Who are we looking for again?"

Steve glanced at the man who flanked his right side, catching his stony, puzzled gaze through the inky darkness. He could hear the rifle he carried pinging softly against his metal fingers with every step he took. 

"Spider-Man. The kid Stark recruited. He was in Germany at the airport fight, remember?"

"Oh," he responded. "That guy. Yeah, I remember." He paused for a second, narrowing his brow. "He seemed young. Really young."

"And annoying," Sam added over his shoulder, grinning. "I remember the annoying part much more distinctly."

Bucky Barnes snorted in agreement, bracing the gun against his hip. After another pause, he gave a small shrug.

"So is he, what, like, Stark's kid or something?"

Rhodes coughed sharply from behind them in attempt to stifle a laugh.

"I don't think so," Steve answered. "He does kinda make it seem that way, though. Tony really seems to cares about him."

"I think it's kinda hard not to," Scott chimed in. Cap turned towards him, blinking.

"Kinda hard not to what?"

"To care about the kid," he said casually. "You know, maybe not to Stark's extent, but I think all of us by now have a soft spot for him. At least a little bit. I do." He shrugged. "He's likable, y'know?"

"If he's capable of making a hard-headed asshole like Stark worry over him so earnestly, then he must be," Wanda murmured. Vision frowned.

"You should not say such things, but it is true. Spider-Man is very likable. He is kind and humble and smart. Funny at times as well."

"He's obnoxious as hell," Sam chuckled, then rolled his eyes. "But yeah, you're right. You can't help but like him. He's a good kid. Sometimes too much for his own good."

Wanda turned to Clint and bumped her shoulder against his. "What do you think? Do you find Spider-Man likable?"

Barton let out a huff, slinging his bow across his body. "Likable? Hell no. That reckless little bastard is nothing but a pain in the ass." The smile on his face betrayed his harsh words, yet his wary tone held strong. He ducked under a curtain of droopy leaves. "It's kinda hard for me to put any sort of label on somebody who's so secretive, y'know? I mean, has anybody here ever once seen his face before? Do any of you even know his first name?"

The quiet that followed made evident the answer. A few soft murmurs were shared, along with some puzzled frowns. It was rather odd, now that they were all thinking about it: none of them knew who Spider-Man really was. Even when fractured into factions, the Avengers still  _knew_ each other: the weight of their pasts, the color of each others' eyes, the warmth of every individual's smile. But Spider-Man's real identity—everything he was beyond all of this—was almost a total mystery to them. Oodles of questions suddenly began to bubble up in their minds: What was the kid's home life like? What were his hobbies? He was obviously young—but just _how_ young, exactly? When did the whole "Spider-Man" thing happen? How did he end up where he was today? None of them were certain of the answers.

Besides Tony, of course. But only about a third of the people present had any faith in his sense of character. Nevertheless, Clint broke the thoughtful stagnancy with a nod towards Rogers.

"But hey, kid took a bullet for Cap. Gotta respect him for that much."

Barnes' eyes widened as he looked to Steve. "He took a bullet for you?"

The deep crease etched into Captain America's brow softened a bit. The tightness in his chest made its way into his throat. His gaze fell to the underbrush as it flattened beneath his feet.

"Yeah, he did. He saved my life. And he almost lost his because of it."

Tense silence reclaimed its reign over the group. Bucky stared into the impenetrable darkness as he considered how much weight the new knowledge carried. The jumbled chorus of croaking frogs filled the void. He had no idea they could be so loud.

"Is he really okay after all that?" Sam eventually asked Rhodes. "No way he's back to a hundred percent yet. He must've lost nearly two or three pints of blood that night."

James pondered his words carefully. "He seemed fine on the flight here, although he did sleep for almost twelve hours straight. The kid said he's got some kind of healing factor, and that Dr. Cho lady used her cell regeneration machine on his wound. Maybe through some combo of all that weirdness, he was able to recover a lot faster than normal. I'd say he's as well off as anyone hardly a week after getting shot could be." 

"He's tough," Clint concluded. "I'll give him that, too."

Bucky wiped his sweaty face with the back of his glove, casting nervous glances at the walls of foliage that glowered at them from every direction, knowing well the dangers that lay hidden within.  _Tough enough to survive out here? Alone?_   _Maybe...but for how long?_

To everyone's surprise, Wanda started curling her fingers in front of her eyes, winding snakes of red light between them. "Maybe we could send up a signal for him to locate us with," she suggested, "like a flare."

"Correct me if I'm wrong here, but can't this guy grow, like, five hundred feet tall?" Rhodes said, tongue-in-cheek as he nudged Ant-Man in the arm. "You could probably spot that all the way from Madagascar."  

“Well, that's usually the case,” Scott replied. “But my suit's fresh out of Pym's growing particle. All I can do is shrink right now. Which I assume is not very helpful to the current situation.”

Sam shook his head. "Even if he could, that's not a good idea. You wanna bring every member of the Hatut Zeraze flying our way at once?"

"Uh, yeah, if he could  _grow._  Then he could just  _stomp_  on all of them. Problem solved."

A curt hiss from ahead made everyone suddenly stop in their tracks. The lighthearted conversation was dropped in an instant, replaced instead with fearful silence. King T'Challa stood frozen with his hand raised stiffly, the vibranium claws at the ends of each fingertip glistening in the moonlight. Muscles coiled, the group readied themselves for a fight.

But no fight came. Instead, T’Challa crept forward and untangled something from a patch of briar suffocating the vines that overhung the southbound creek. Okoye casted a light over it as he held it out for them to see.

“Is this his?” he asked. A piece of torn cloth lied in his palm. It was tiny, frayed, and unmistakably red. Rhodey picked it up with his thumb and forefinger, eyes squinted, and nodded slowly.

"Yeah. Yeah, I think it is. That’s gotta be him."

"It looks like he cut himself while passing through here," Okoye noted. "It seems he was in a hurry. There’s blood on these thorns."

"He can’t be far from here," Steve said hopefully. "Which way was he going? Was he running from something?"

T’Challa knelt by the creek bed and trailed his fingers across the dirt. "I’m not sure. There is no clear path in one specific direction, but there are a few scattered footprints on this side of the stream. We should try searching the surrounding area over here and see what we find." He rose upright slowly, gazing into the dark trees that loomed ahead. "Perhaps now would be a good time for us to split up. We can cover more ground that way."

Uneasy glances were exchanged between the party members, but no one voiced their protests. Okoye whipped a small bag off her shoulder and offered the contents to the group.

"Night vision eyewear and communication devices. Everybody take one of each. Let us know if you encounter danger or if you find anything."

As the Avengers geared up, testing the sophisticated equipment’s performance and impressed by the results, T’Challa began pairing people together like they were his class of kindergarten students. "Maximoff and Vision with Xoliswa, Barton and Wilson with Ayo, Rhodes and Lang with Okoye, and Barnes and Rogers with me. Every party needs to include someone who knows their way around the forest and who can lead others back to Birnan Zana if that is necessary. Stay close together and stay alert. If your friend is not found in the next two hours, we meet back here at the edge of the creek to discuss our next course of action." The cat-like mask that concealed the king's face swept its stony glare across the group. Through their fuzzy night vision lenses, the Black Panther looked almost phantasmic. "Understood?"

Four trios of heads nodded in unison. In a quiet shuffle, everyone separated into their designated groups obediently: some pleased with their appointed partner, others not so much. Once searching territories were assigned to each party and boundary lines established, Okoye spun her spear in her hand then seized it tautly by the shaft.

_"Kulungile._ Be wary, friends. Let us find the boy and bring him to safety."

As the parties sprawled into the dense greenery, blood coursing and muscles coiled, one worry above all the others gnawed at the back of each of their minds, making the sweat slither down their spines in a continuous trickle. It grew worse as time lapsed and the groups continued to patch in empty-handed. They sincerely hoped they'd be finding the sprightly, happy kid they'd all grown fond of by the end of this scavenger hunt through the woods, and not a corpse.

* * *

It wasn't an alert from his suit lady that first woke him from his sleep. It wasn't light from the rising sun, either. In fact, morning was still another hour or so away. What caused Peter Parker to finally rouse was the feeling of warm water pattering against his face. He didn't fully come around until he realized that his whole body was soaked, and he opened his eyes with a sleepy scowl. He discovered a sky crowded with dark clouds, and millions of tiny droplets falling towards him like bullets. The sound of them striking the earth thundered in his ears. 

 _It's raining,_  he thought.He watched water dribble off the lip of an overflowing leaf and winced when a big drop splashed across his eye lens. He wiped it away with little effect and sat up in his web-hammock clumsily. 

"It's raining," he thought again, out loud this time. When no response followed, he feared his suit's A.I. had shorted out from the water or had even been part of some terror-induced dream of his. He trembled at the silence; he didn't think he could bear being alone again. "Hey, uh, suit lady? Hello? You there?"

A moment later, the white noise faded from his mask's speakers, a chipper voice taking its place.  _"Hi Peter,"_  suit lady replied. _"It is raining. Has been for about thirty minutes now."_

Spider-Man deflated with relief. "Oh, really? I'm surprised it didn't wake me up earlier."

_"You were in the third stage of REM sleep when it started, so it's not all that surprising."_

Peter shot a thread from his wrist and rolled out of the hammock, flipping on to the trunk of the tallest nearby tree. He had to dig his fingers deep into the slimy bark to keep from slipping.

"What time is it?"

_"5:04 in the morning. Wakanda is six hours ahead of New York time, so your sleep cycle might take a while to adjust."_

If he had been separated from the group at about four o’clock yesterday afternoon (which was his rough estimate for what time it’d been when the masked guys had attacked them), then he had been missing in the jungle for more than twelve hours now. Not a sign of a soul at any point since he’d lost them, either: not exactly a comfort to his fragile morale. His knuckles began to ache from bearing his weight upon the tree’s slick surface, and he let himself drop to the ground. He immediately regretted the decision when his feet were swallowed by mud while the rest of him was drenched in a splash of it. Peter cursed and staggered out of the pool to a jagged rock, the squelching sound his feet made with every step causing him to cringe. He clambered up the boulder, huffing crossly, a dripping, mud-caked pig.

"This is great," he grumbled. "So great. Loving it. I've always wanted a full body mud facial. Now I'm getting the spa treatment side of the jungle." He stood and tried to kick the mud from his feet with little success. He hoped he could just wait for the rain to wash it off, but the lazy drizzle was already beginning to let up. Puffing out his cheeks, he lifted his gaze back to the wild world that surrounded him.

It was different than how he remembered since settling down for the night—and not in a good way. The gnarled trees and sprawling vegetation had been joined by an unexpected guest: thick, sinister fog. It was spread like a blanket across the entire forest floor so that whatever poked out at the top of it looked like creatures emerging from a ghost realm. The strangest thing about it was that it didn't seem to be moving, as if the forest itself was holding its breath. Peter stared across the otherworldly landscape and felt like he'd been taken to the Upside Down, but he didn't allow himself to dwell on it long as the thought of Demogorgons bursting from the fog to tear his flesh from his bones seemed all too possible at the moment to be funny. The weight of his predicament settled back into the pit of his stomach, stinging him with lugubrious unease.

"It's okay, though," he tried to tell himself, fighting the dreadful feeling by pasting on a smile. "It's—it's fine. I'm Spider-Man, I'm a superhero, and I'm going to find the others, and everything's going to be fine. Yep." He pulled off his mask and wrung it out to the side, determined to keep himself motivated. "I mean, hey, I've got my wits about me, whatever that means. I've got my suit, and I've got  _you,_  suit lady."

 _"That's right,"_ she said brightly.

"Right! And I've got my health, and a little bit of leftover popcorn from the plane ride, and my compu—"

His eyes suddenly snapped to the base of the tree he had slept above, locating the spot where he'd left his backpack. "Oh  _shit!"_  he cried, spotting the tip of the tan fabric poking out from a mud puddle. "My computer!"

 _"You should do your best to refrain from that kind of language,"_ suit lady scolded him as he fired a web-line between two bushes and ripped his backpack from the muck.  _"Cursing in anger is a bad habit to get into."_

"Shit, shit,  _shit!"_ he exclaimed, pulling the laptop from the sopping bag. He knew before he opened it up to find a splotchy blank screen that it was a lost cause; the whole device had been completely water-logged. He exhaled miserably and dropped his forehead against the keyboard, squeezing his eyes shut in dismay. "Aw,  _no._ I can't believe this! This was a present from Ben, and now it's ruined..."

He could still remember how utterly shocked he'd been that day—to tear back the crinkly wrapping paper and find a brand new laptop sitting between his feet. Peter had always wanted one—and frankly  _needed_  one for school—but money was so tight and their budget so meticulously planned out that he had never pushed his guardians on the subject. He figured if he ever did get one, it would be his uncle's old dinosaur from work once he got upgraded. He never anticipated receiving the latest model of laptop he'd dreamed of owning since the sixth grade. He remembered just gaping at it, eyes wide as moons, unable to make words.

Ben had claimed he'd gotten an unexpected Christmas bonus from his boss, and Peter had pretended to go along with it. But quietly he knew what a load of crap that was, and that this was something he had to have saved ages for. He'd never treasured anything so dearly as he did that laptop, especially after Uncle Ben had died. 

And now he'd destroyed it. One of the most important remaining mementos to his uncle's generous heart—drowned in his carelessness. Peter bit back the embarrassing flood of tears that threatened to breach his brittle facade. Swallowing painfully, he shoved the computer back into his backpack and slung the sopping load on to his shoulders. Just because it didn't work anymore didn't mean for one second he considered leaving it out here. The strap rubbed coarsely against his welts, reigniting the itchy, burning sensation across the enflamed skin. It didn't feel like it had healed at all overnight like he’d hoped it would. He scratched at it nervously without looking.

"Well," he sighed, "this kinda—yeah, this really kinda sucks right now. But, um...I'm gonna be cool, I'm gonna stay positive, because I'm Spider-Man, and I'm gonna get out of here."

 _"I believe in you, Peter,”_ suit lady said.

A soft smile pulled at his lips as he leapt from the boulder to a bulky baobab trunk, starting off on his search for civilization once again. The fog just beneath him stirred over itself like phantom waves. "You know, suit lady, you always have just the right thing to say. You're like the little angel that sits on your shoulder and tells you the right thing to do, or the tiny voice people say you have in your head that hypes you up when you’re struggling. Except, y'know, I can actually hear and talk to you. It's different. You're like GLaDOS because you're really sentient and you have a personality and stuff, but without the whole 'I want to flood the lab with neurotoxic gas and kill everyone' drawback. You're just all around really nice and helpful."

The A.I.'s voice sounded almost bashful in reply.  _"That's very sweet of you to say. I'm flattered, Peter."_

"And that's another thing, suit lady," he continued. His eyes flickered up to the compass in the corner of his vision to make sure he was sticking to his eastward route. “I feel kinda bad just calling you... _suit lady,_  y’know? I mean, all the other A.I.s I know have names. I think you should get one too.”

 _“It would be nice to have a proper name,”_  suit lady agreed. _“Have you got anything particular in mind?”_

Peter paused, hanging upside-down off a long bough, furrowing his brow in thought. “Hmm. How about...Karen?” He dropped into a handstand on the next branch down. “You know, ‘cause you‘re so  _caring?_  And just ‘cause I think it suits you.”

 _"Karen,"_  she repeated back. _"I like it. You can call me Karen, if it pleases you."_

"Coolio," he said. He swung through a canopy of leaves and skirted just above the ground, pulling his knees to his chest to barely avoid canon-balling into another mud pit. "So... _Karen_. how come Mr. Stark didn’t want me to know about you from the start?"

_"I think he wanted you to learn how to handle situations on your own before having to turn to me for guidance. And seeing that you were able to complete the stringent Training Wheels Protocol he designed to challenge you as a developing hero, it seems his tactics were quite successful."_

Peter nearly lost his grip on the massive vine he was scaling. "Uh...r-right. Makes sense, I guess." He skipped on to the neighboring one and crossed it like a tightrope. "Still, it would’ve been nice to have you around to help me with some things. Like all the times I’ve gotten hurt and have had no idea how to fix it myself, y’know?"

_"Have you not mastered suturing your own wounds yet? That was one of the requirements of the Training Wheels Protocol. Perhaps it’s been awhile and you’re in need of a few reminders on the subject. Would you like to take a refresher course?"_

"Wha—?" he coughed involuntarily. "I mean, er,  _yeah_ , but, um...no. Not—not right now." He landed next to a large leaf that was bowing in the middle with the weight of the water it had collected from the downpour. Suddenly aware of how incredibly thirsty he was, he rolled up his mask to take a drink, his chest tight as he thought about how much Mr. Stark expected of him, and how far off he was from meeting those expectations. He wanted him to know how to stitch his own wounds? And be able to understand and effectively use over five-hundred and seventy-six different types of webbing? And to know exactly what to do when faced with a situation like the one he was in now, with no outside help from the Avengers or an A.I. or anybody? The realization made his earlier theory of Stark purposely abandoning him out here seem more plausible.

Peter tried to force the depressing thoughts from his mind as he tipped the water into his mouth. It was hot as it poured down his throat but still refreshing. 

 _Well, Mr. Stark should’ve made the code harder to crack,_  he concluded.  _I mean, I did conquer the dumb "Training Wheels Protocol," just probably not in the way he was anticipating. So I shouldn’t feel bad for using the new stuff it unlocked, because not using every tool at your disposal is stupid._

Plus, he couldn't deny how curious he was to learn the extent of what the upgrades entailed. Peter decided not to let the extra worry deter him; not now, anyway. Not until he was faced with a raving Tony Stark telling him off like the indolent he was. That is, if he ever found him in the first place.

 _"That water has hundreds of insect larvae living in it,"_ Karen said out of the blue, snapping him back to reality. Peter cringed and spat so violently he scared a bunch of birds from their roost four trees over.

"Karen!" he yelled, swatting frantically at his tongue. "Why would you wait to tell me that  _after_  I started drinking it?"

_"Insect larvae can be a good source of protein. I thought maybe you knew this and were consuming them on purpose."_

"No! I most certainly was not! Ugh,  _sick!"_

The A.I. made a noise that almost sounded like a laugh as Peter ran the back of his hand across his mouth bitterly.  _You’d think my suit would have some kind of detector thingy that warned me about things like that, what with all the crazy gadgetry Mr. Stark put into it,_  he thought. He stared down at his gloved palms, eyes tracing over the intricate web-shooters with renewed interest.  _Speaking of which...huh._  He flipped his hands back over. _I mean, it wouldn't hurt to try to get familiar with some of these new features, since some of them might be able to help me find the others quicker. And it's not like I have anything better to do to occupy my time out here, wandering aimlessly through the forest..._

"Hey Karen," Spider-Man said, voice hinted with mischief. He flexed his fingers beneath the skin-tight material. "So besides what was available before completing the protocol thing...what else can this suit do?"

* * *

Peter killed the next couple hours by testing out the suit's plethora of new upgrades, all while continuing towards his dubious eastward destination. The majority of that time was spent going through the dozens of types of webbing Stark had created for his use, his personal favorites including taser webs, ricochet webs, and freaking web grenades. Yes, that's right:  _web grenades._ He'd chucked about five or six of those at unsuspecting trees before Karen had to gently remind him that they were not unlimited.

"'Code Red Assembly Initiative'? What does  _that_  do?"

_"You should already know what Code Red Assembly Initiative does, seeing that the Training Wheels Protocol required—"_

"Yeah, yeah, I know, but just—tell me anyway."

 _"It contacts all the Avengers at once so you can alert them if there is a catastrophic threat to the world that requires everyone's immediate aid. Or it_ would, _if your communication systems weren't still damaged."_

Peter grinned. "Oh man,  _seriously?_ That's so freakin' cool!"

_"Yes, I suppose it is quite cool. Very freakin' cool indeed."_

Rosy light from the rising sun was beginning to crest along the horizon and weasel its way through the dense foliage to reach the forest floor. The sparse, golden spotlights made the rain-spattered world glisten brilliantly, and drove away the baleful fog as if the sun was awakening the earth from a dark nightmare. 

Although aware that the longer time went on, the less likely his chances of being rescued became, Spider-Man was relieved that morning had broken. He'd missed being able to see clearly, and the light helped ease the jungle's menacing atmosphere. Plus, fiddling with all the suit's awesome new features was a welcome and uplifting distraction from his unsettling predicament. But as things always seemed to go for Peter Parker, relief from one stumbling block almost instantly gave way to difficulties with another.

As he scaled the width of a monstrous tree trunk, scanning through the suit's hundreds of different mode selections inquisitively, something loud rustled above his head. Moments later, a burst of rainwater suddenly dropped and soaked him, making Peter start with a yelp. His eyes shot upwards, heart racing in his chest.

"W-what the hell?" he stammered. "What was that?"

At first, Peter couldn't distinguish anything among the dense, shivering leaves. Then the slightest movement caught his eye—a mere shadow against the canopy—and a small figure came into shape. It took him a while to identify the long tail, beady eyes, and even coat of grayish-white fur.

 _"Chlorocebus pygerythrus,"_ Karen said. _"Commonly known as a vervet monkey. They are a historically harmless to humans. Don’t be afraid."_

Peter blinked, muscles still coiled taut. "It’s—it’s a monkey?" he said. "A wild, jungle monkey?" He watched the little creature leap from a thin branch into a more visible position, clutching something in its tiny fingers. A moment later, another one appeared and joined it at its side, letting out high-pitched growls and squeaks. 

"Aw," Peter sighed. He allowed his shoulders to relax somewhat. "They’re—heh—they’re kinda cute, aren’t they?" He’d never seen a wild monkey before. He assumed that was because he lived in New York, where the only wild animals a native saw on a daily basis were scrawny pigeons and sewer rats. It felt different than peering at a captive monkey caged in a glass box at the zoo. _It feels more...authentic,_ he thought.

A very childish part of him wanted to try to lure them close and maybe pet them. He wondered if their fur felt different than a puppy’s. Peter noticed the monkeys were nibbling at whatever it was they were clutching in their little paws. They looked like large, red berries.

“What are they eating?” Peter asked. Immediately, he wished that he hadn’t. The moment his mind fixated on the subject of food, his stomach let out a long, pitiful gurgle. As if his overbearing sleep needs weren’t bad enough; out here, it wasn’t like he could just stop by a Five Guys burger joint to satisfy his endless pit of hunger. He gripped his belly sorely, trying to think of anything besides stuffing his face with two large orders of cheese fries. 

 _"Figs,"_ Karen replied, _"from the fig tree you're currently sticking to."_

"Can I eat them?" he said, tilting his head to the sides as he watched the monkeys gorge themselves. Seeing that his leftover popcorn was just as soaked as his computer, he didn't have a lot of options to turn to. The forest was his only potential source of sustenance.

_"Vervet monkey's don't have a lot of meat on them, but if you're desperate for something to eat—"_

"No! Karen! I don't wanna—I meant the  _figs!_ Not the monkeys!"

 _"I know,"_ she giggled.  _"I just wanted to see your reaction."_

Peter's scowl switched to a grin. "An A.I. with a sense of humor? Damn. You just keep getting awesomer."

 _"You can eat the figs,"_ Karen continued.  _"They're a staple supply of nutrients for a large percentage of the forest's inhabitants _—including humans."__

"Sweet," he said, and crawled towards the treetop. Upon noticing the strange new presence, the primate pair fled into the next tree over, chittering crossly. Peter found a sturdy branch that was loaded with red fruit and sat down on it.

"Sorry little dudes," he called after the monkeys, waving. "If it's any consolation, I was  _not_ planning on eating you."

They didn't seem convinced. Feeling another growl twist inside his empty belly, Peter lifted his gaze to the figs dangling just above his head and located one particularly big one. He leaned forward and plucked it free with care, letting it roll around in his palm. It looked so weird and round and alien. He ate fruits that he knew grew on trees and bushes and stuff all the time, but he'd never interacted or depended on the primary source before. It felt so foreign to him. He rolled up his mask and held it to his mouth but hesitated to take a bite, unsure if there was some special way he was supposed to eat it or what he should expect. But his hunger eventually got the best of his head. _Screw_ _it,_ he thought, and shoved the whole thing into his mouth.

It was...different. It was kinda sweet, a little bit bitter, and loaded with millions of crunchy seeds, but not terrible. Peter chewed and swallowed cautiously, running his tongue across his teeth.

“Not bad,” he mused with a smile. The minuscule dent the small bite put in his appetite overruled any lingering reluctance he carried, and Peter started picking figs by the handful and shoveling them into his face. He wasn’t overly fond of their taste, but that wasn’t his main priority at the moment. All he wanted was to appease his ravenous hunger. 

Spider-Man was about five minutes into his fig feast when he started to get that feeling again. It started out as a small itch at the back of his mind, then gradually blossomed into a looming paranoia he couldn't possibly ignore. It was one of those deep down gut feelings that don't seem to have any perceivable merit, but that he just  _knew_ meant something was off. It wasn't his spidey sense warning him of danger; it was just a feeling _._ A cold, burning feeling that something was watching him. 

He tried to rationalize it. There probably _were_ lots of things watching him. Birds, bugs, his cute little monkey friends—this place was teaming with curious eyes. But somehow he was certain that they weren't the ones causing it. This was something different. He stopped eating for a moment, recalling that this was the same dark feeling he'd had when the monster with the greenish-yellow eyes had stalked him through the woods last night. Maybe it wouldn't be such a bad idea to give his surrounding's a quick once-over, just to make sure his fears were unfounded. Peter leaned out to peer at the ground through the labyrinth of criss-crossing branches and leaves.

_"Silahlekelwe ngamagorha amaninzi."_

The voice made him jump so high he almost fell out of the tree. He muffled his gasp by slapping a hand over his lips, and rammed his back against the trunk of the tree. His heart was in his throat and throbbing. 

_"Ewe, kodwa baye balahlekelwa ezininzi. Akukho mntu uphumelele."_

Footsteps crunched quietly as two pairs of feet strode across the undergrowth. Peter didn't know what the men were saying, but from their relatively calm tone, he could make an educated guess about one thing: 

_They don't know I'm here._

The knowledge did little to ease his terror. Far below his feet, two figures suddenly broke into his view from behind a wall of bushes, strolling a little to the left of his perch in the fig tree. Even from a bird's eye view, he immediately recognized the jet black suits and ghastly masks the men wore and sucked in a sharp breath.  _It's the guys who attacked us._

 _"Kufuneka sicwangcise ukuhlasela ngokukhawuleza,"_ the man on the right said. _"Ukhohlakeleyo ukumkani kufuneka afe."_  

They continued forward towards a small clearing, unaware of the terrified teenager watching them silently from overhead. Knees shivering, Peter peeled his back off the trunk and slowly knelt low to the branch, pulling his mask back over his chin. 

 _"Two hostiles,"_ Karen noted in his ear, making him flinch.  _"Do you intend to engage or remain hidden?"_

Spider-Man shook his head. "I—I don't know," he whispered. "That might not be a good idea."

_"Would you like me to activate Enhanced Combat Mode?"_

Peter couldn’t stop himself from brightening curiously. "'Enhanced Combat Mode'? What's that?"

Then, before his very eyes, the two men vanished. One second they were there, and the next they weren't. Simultaneously, the sound of their footsteps stopped, even though they'd been walking well within his earshot. It was like some kind of freaky magic trick. 

 _W-wha...what the hell?_ he thought bewilderedly, blinking his wide eyes.  _What just—how did—w_ _here'd they go?_

At first, Peter figured he might be going mad; people didn't just _disappear_ like that, and he  _had_ eaten fifty or so questionably edible figs. But something was...weird about the way it had happened. It looked like the men had stepped into some kind of wall or portal that was invisible, and that whatever it was had swallowed their bodies inside its invisible-ness. It hadn't looked like they'd just spontaneously poofed off the face of the earth; there was something methodical about it. As he continued to stare at the spot where they had vanished, frowning confusedly, he noticed something strange that made the strange situation that much stranger. The empty space—or what he perceived as empty space—seemed to be—how could he describe it?  _Rippling._

He saw it happen just as rapidly as it stopped. Then the forest went back to being a regular ol' forest, with no sign of invisibility wiggles or potential tears in space-time. Perhaps he really was in the Upside Down. 

"Karen, did you see that? What just happened?"

_"I'm not sure. They disappeared. No heat signatures or humanlike movement detected. Nothing."_

Peter crept further out on the branch. His curiosity was growing more powerful than his fear. "How is that possible? Something must have happened. Something weird." He had to understand what was going on here. Maybe this had something to do with how the masked men had surprised the Avengers without anyone discerning the attack beforehand. Spider-Man rose upright, hands unfurling at his sides, feeling his heartbeat steady against his ribcage.

"I'm going to go check it out."

 _"Would you like me to activate Enhanced Reconnaissance Mode?"_ Karen asked. Peter's mouth twitched into a smile.

"Um,  _yes?_ How many of these modes are there? Are they all as awesome as they sounds?"

 _"You tell me,"_ Karen replied, and switched the suit into the designated setting. The world suddenly fractured into individual sections and squares and diagrams, tracking sounds, movement, temperature fluctuations, and flooding his viewfinder with strings of numbers. Peter was stunned how detail-orientated the mode made the suit become, and by how much of the information he could actually understand. He gave a quiet whistle.

"Oh, _nice!_ Alright, I'm going in."

He swung noiselessly from tree to tree, pausing at every new stop to make sure the coast was still clear. The virtual map overlaying his surroundings shifted fluidly with his movements, alerting him of any sudden changes in the environment. It outlined a colorful parrot nestled in the crook of a tree to his left that he probably wouldn't have noticed on his own. He took care to move past it silently, not wanting to spook the birdie into flight and alert the enemies of his presence. 

When he reached a tree close to the spot where the men had vanished, Peter hid himself among the leaves and pressed close to the scratchy bark, panting quietly. He squinted his eyes and scanned the surrounding area, trying in vain to find something that would explain how the creeps had Houdini-ed from sight so suddenly and seamlessly. He waited in silence for several minutes, seeing nothing and hearing nothing except typical jungle babel. He began to wonder if he'd gone too far, or perhaps not far enough, or maybe he was too close, or maybe there was some super secret password he had to say for the rift to open, or—

A figure suddenly materialized out of nowhere. It happened so unexpectedly close to him that Peter had to stifle a squeak of surprise. The man emerged from empty space like he was stepping through a doorway, with the front of his body popping into existence first and the rest of him following after. It was unreal, like something out of a Harry Potter book. He watched the invisible veil ripple slightly like it had before, making the forest behind it look like it was wobbling. Then the figure stalked off into the woods, passing so close to Spider-Man that he could have kicked him in the teeth.

 _It really is some kind of portal,_ he thought. The problem was, the man had appeared from a different spot than where the other two guys had entered. Perhaps there were multiple entrances, or maybe its position changed with time. An idea came to him, and Peter hauled himself to the very top of the tree, stealthy as a serpent. Once there, he stepped out on to a branch that extended over the mysterious clearing and plucked a single leaf off the bough. He selected his target—a small bushel of purple flowers sprouting between two rocks—then slowly opened his hand. The leaf dropped, spinning and swirling through the open air, not exactly following the direct downward path he’d hoped it would. Thankfully, it didn't matter, because the experiment succeeded in confirming his hypothesis. Before the leaf was even halfway to the ground, it suddenly vanished from sight: swallowed in the cloak of invisibility. Spider-Man scoffed with delight. 

"It’s like...a bubble," he said softly. "A big, invisible, cloaking-device bubble. Something like that. I bet this is their secret hideout that helps them surprise-attack people so easily." 

 _"You think they’re using a device that can obscure the enemy from vision and block my sensors from detecting anything?"_ Karen asked. _"That would certainly explain a lot, although that kind of technology is beyond the capabilities of today’s level of modern science."_

"That has to be it," he insisted. "That or magic." Spider-Man’s interest was officially piqued. He doubted he’d be able to drag himself away from here without probing this mystery further. "I’m gonna see if I can catch a peek of the inside."

He made certain the tree branch could bear his weight, then hooked a thread of webbing from his wrist to the bark. Hanging upside down, feeding the line through his fingers and between his feet, Spider-Man slowly descended toward the invisi-bubble. The closer he got, the more terrible the possible scenarios cycling inside his head became. He wondered if the cloaking device was rigged to electrocute intruders upon contact, or if an alarm would go off as soon as his scalp breached the barrier. He was in the middle of formulating a potential escape route just in case it came to that, when his vision suddenly blurred, and he felt his skin prickle like it was passing through a wall of cold air. The sensation lingered around his shoulders as he eased to stop, separating the web-cable from his web-shooter and holding it securely in his fists. Peter had to blink repeatedly to make his eyes adjust to the transition. When he finally regained his sight, the scenery before him made his jaw drop.  

It was like a small village. Scratch that: it  _was_ a small village, with houses and plots of agriculture and footpaths carved between the trees, except the houses looked more like soldiers' barracks and the massive fire pit smoldering in the center made it feel like a campsite. There was even an enclosure with goats and cows snuffling at the undergrowth; they looked similar to their American counterparts with only a couple of noteworthy differences. It was an entire hidden bubble world, and it was a lot bigger than he was expecting—about a quarter mile in both length and depth. Better still, the invisible forcefield that enveloped the whole community allowed for those inside to easily see the surrounding forest and any approaching threats that came along, while simultaneously obscuring the people and structures within from all outside eyes and ears, almost like one-way glass. It was a truly magnificent and deeply unnerving spectacle to take in. No wonder these men were giving the Wakandan people so much trouble. Peter counted at least thirty individuals milling about on the ground below, some boasting the wicked masks, many armed with strange weapons, all wearing the jet black body suits that made them look like evil ninjas. He felt a shudder shoot up his spine.  _This...this is insane,_ he thought, struggling to process everything at once.  _I have to tell the others. They have to know what's going on._

 _"Would you like to send your reconnaissance drone to scout the area more diligently?"_ Karen asked him. Peter’s eyes widened.

"Wait...I have a _reconnaissance drone?_ Why am I just hearing about this _now?"_

 _"You should be well aware of all of your suit’s features if you’ve completed the Training Wheels Protocol,"_  Karen reminded him, making Spider-Man’s ears burn. Fortunately, her tone was more playful than condescending. _"Activating reconnaissance drone."_

Peter was surprised to feel a small push against his chest, and he looked down (or up...? Spatial relations are hard to describe while upside-down) at the little spider symbol in the center of his costume to find that it was moving. He watched in disbelief as the mechanized arachnid popped itself free from the fabric, leaving a small indention in its place, then sprung off his chest with a tiny trill. The drone buzzed around his head a few times before stopping in front of his face, hovering an inch from Spider-Man’s nose. 

"Holy crap," he scoffed, giving the little guy a small poke with his finger. "My spider symbol has been a tiny flying _robot_ this entire time? That is the coolest thing I’ve _ever_ seen!" He flinched, shooting a few glances at the men prowling the borders, then lowered his voice back to a whisper. "Sorry. He’s amazing. I love him."

 _"There are lots of weapons stored in the northernmost shack,"_  Karen noted, dialing the image up in his viewfinder and showing him an x-ray of the inside. _"Would you like to send your drone to take an inventory of what we’re up against?"_

Peter shook his head. "No, let’s send him east. Maybe he can find the others and lead them my direction."

_"The drone can only fly three miles out from the suit at the very max. Any farther than that and our signal with it will be lost."_

"So just keep him within that radius. It can’t hurt to have an extra pair of eyes buzzing around out there. Maybe the Avengers have been three miles ahead of me this entire time, and this is how I’ll finally end up finding them."

_"Good call."_

The drone gave an shrill warble of agreement, then whizzed past Peter’s ear, making the invisi-bubble ripple as his metal body broke through the veil. Spider-Man watched the drone bumble obediently away until the foliage obscured him from sight, wondering if his tiny new friend deserved a name as well. Then he turned back to face the secret jungle lair, remembering that there were more pressing matters at hand.

With his plan in full effect, Peter thought it best to retreat back to the safety of his tree before one of the many goons standing guard caught wind of him. He couldn't warn the Wakandans or the Avengers of their enemy's sneaky gimmick if he was dead or captured. But just as he was about to reel himself out of the bubble, a large group of men marching out of the garrison closest to him caught his eye. The man heading the pack was particularly interesting: he had a short cape trailing off his shoulders and a mask that looked similar to the one Peter remembered the Black Panther wearing, with little ear details sticking out at the top and menacingly cold eye-lenses. Spider-Man could guess from context that he was important—probably the group's leader.

The masked men formed a semi-circle around the bonfire. The man in the cape stood at the peak of the crescent, holding a spear with three sharp prongs at the end in his hand. He began to address the crowd loudly in a language Peter couldn't understand. Peter listened to him ramble with growing unease, wondering if they were planning another attack.

"Karen, can you translate what he's saying?"

_"Not entirely. Just a few phrases. Wakandans have kept the majority of their culture a secret from the rest of the world, including their language."_

"Just tell me what you can."

The A.I. paused, drinking in the speaker's bold exclamations and running them through all her systems. _"He's saying that King T'Challa is a renegade, that he isn't right for the throne. He believes it's their duty to save Wakanda from his reign. I'm not sure what he's saying now. Something about killing someone as a threat or warning."_

Peter's heart skipped a beat. "They're gonna kill someone? Who? When?"

_"I don't know."_

His eyes followed the man as he paced back and forth before his army. He felt his forehead begin to sweat and his tongue turn sour. Whoever or whatever this guy was, he was obviously incredibly dangerous. He glanced down at his wrist, fingering the triggers on his palm.

"Okay...okay," he breathed.Peter knew what he had to do. 

But _wow_ , was it stupid.

Before he could change his mind, Spider-Man let the web-line holding him to the branch slip through his fingers. His stomach turned somersaults as he dropped towards the ground; the wind howled like fire in his ears. At just the right moment, he hooked a thread to the trunk of a sycamore that stood beside one of the barracks and whipped himself on to the rooftop, rolling ungracefully in attempt to try to dull the landing like he always saw spies do in action movies. It still kind of hurt, but he was quiet enough that no one noticed him. He rubbed at his raw shoulder with a quiet groan, then crawled close to the scratchy planks until he had a clear view of the group and their outspoken leader, his eyes just barely peeking over the apex of the roof. Being so close to the ninja men again with their deadly weapons and freaky masks made Peter's spine bristle, but he held his ground.

 _"Sifumene ibhinqa e-Dora Milaje,"_ the man continued. _"Isidalwa esibi sasihlola."_

Exhaling slowly, Spider-Man extended his arm out in front of his body. _Only got one good shot at this,_ he thought.  _Hope I'm close enough._ He pointed his web-shooter at the pacing figure, aiming for his lower legs, then carefully folded his middle fingers to a specific pressure point his palm trigger. With a small click, a black dot fired from the device, sailed through the air, and landed on the man's ankle. Nobody flinched. Peter watched until the tiny tracer had skittered out of sight underneath the dark fabric of his suit. Then he rolled on to his back and pumped his fist in the air triumphantly. 

"Yes! Haha! I got him! I have  _always_ wanted to use one of those." He ducked down and pulled up the tracking screen installed in his web-shooter, which startled him by springing from his wrist as a colorful hologram. There wasn't a map for him to follow since there weren't any maps of Wakanda available, but it did show where the perp was in relation to him and gave the number of yards there were between the two of them. Satisfied, he closed out of the display and fought back a dorky grin. Sometimes Mr. Stark's tech was just too damn cool. 

Unfortunately, his giddiness didn't last. Spider-Man was considering which course of exit was best to take now that the spider-tracer was planted, when a sharp cry met his ears. The sound came from directly below him and made him tense in alarm. Peter rose upright to peer over the top of the roof. Immediately, his breath caught in his throat. 

A woman was being dragged from the shack he was crouched on by two of the masked men. She was wearing a bright red uniform that was lavish with detail and metal plating. The fabric was ripped in multiple places and wet with fresh blood. He watched in dismay as they threw her to the ground before the man in the cape, who glared down at her like she was a piece of garbage. She let out a few harsh coughs before clambering to her hands and knees, and the head asshole twirled his staff around his fingers as her circled her prostrate form. 

"You disappoint me, Nakia," he said in English, which made Peter perk up in surprise. "You were given the choice to save your country alongside your brothers, but instead you choose to let it die by surrendering yourself to T'Challa's foolishness. A true defender of Wakanda would have seen where the truth lied and aligned themselves to the right side. What do you have to say for yourself?"

Nakia leered up at him with dark, blazing eyes. Her voice wavered in her throat, but sliced through the air with all the rage and certainty in the world.

"Y-you are a disgrace and a coward—all of you. My loyalty, unlike yours, is bound to my people and my king. I will never stop fighting for them. King T'Challa and the Dora Milaje will find you, and they will kill you for what you’ve done.”

Barely an instant after the words left her lips, the man whacked her across the face with his staff. She fell to the earth, hissing in pain, blood dripping from the gash through her cheek. Peter flew to his feet with a gasp. All his fear of being spotted dissolved into the wind.

"I take no pleasure in this," the cruel man insisted. He stepped towards the fire and held the sharp tips of his spear in the flames until they were red-hot. “But an example must be made so that the the once proud nation of Wakanda will know what happens to spineless dogs of the crown.”

He turned to approach her, the surrounding ninjas watching on in cold silence. _He's going to kill her,_  Peter realized.Horror flooding through his veins, Peter broke into a sprint down the rooftop. Karen was saying something urgently inside his head, but he didn't hear it. 

Spider-Man fired a thread of webbing to the branch of the closest tree and launched himself towards the center of the semi-circle, limbs flailing as he fell through the air. Buoying low on the web-line, he whisked between the masked men and scooped the injured woman off the ground before their leader could reach her, causing everyone to yell in alarm.

"Sorry! No murdering allowed before midmorning brunch!" he cried. The man with the staff stumbled back in disbelief as the red figure flew by with his prisoner in tow, and he watched him swing across the clearing into the canopy of a large mango tree.

 _"Sisihogo sani?"_ the woman he held shrieked. "W-what's _happening?"_ Peter dropped into the nook of the boughs and staggered into a landing, releasing her from the awkward grip he had around her torso. She fell against the branches, yelping in pain, then blinked up at the strange boy with wide eyes. 

"Oh crap, I'm sorry!" he exclaimed. "Are—are you okay? That was so bad. I'm sorry, I didn't know what to—I just—oh god. You're bleeding."

Nakia gazed up at him like his face was inside-out, which seemed pretty appropriate in the given the situation. Her head shook back and forth in a fearful and flustered way. "You—what are—?" she glanced down at the ground, then back up to him. "You saved me? Why? W-what are you? Who are you? You're not of Wakanda."

"Y-yeah, I know, I can explain, I just—"

A holler sounded from the forest floor, followed by Peter's spidey sense going haywire. He ducked and tackled Nakia from the tree as a slew of explosions set the timber ablaze, drenching them both in nauseating heat. He barely managed to snag a thread to a neighboring pine to buffer the drop, which saved them from crashing to the earth from thirty feet up, but did not spare them from nose-diving straight into a mud pit. Gasping, the well-varnished pair turned to see the entire army of sinister men barreling towards them like savage wolves, armed to the tooth. Spider-Man slung Nakia's arm over his shoulder and took off in the opposite direction, hoping she wasn't too hurt to run like hell. 

"Raincheck! Explanations on the go!"

* * *

Iron Man buzzed above the world in a dark haze. His eyes were red and aching with exhaustion. His head throbbed with rhythmic agony. He couldn't remember how long he'd been out here, combing desperately through the endless swathe of trees, blasting down to the ground only to be met with stinging disappointment, fighting the sick feeling in his stomach and the fatigue weighing over him like iron chains. It must have been at least six hours. Six fruitless, Peter-less hours. He wondered how much longer either of them could hold out.

 _"I'd like to remind you again that the armor can continue searching for Peter without you inside it, boss,"_ FRIDAY murmured hesitantly. Her voice made his eyelids snap back open. Consciousness returned to him like a kick in the gut, and he gritted his teeth behind his helmet.

"Can it, FRIDAY. Just keep me posted on the thermal scans, let me know if anything promising shows up."

 _"Yes boss."_  

Rhodey's restored War Machine armor hovered beside him, an empty shell without an owner. The Wakandans had made the once rutty and battle-scarred suit look brand new, which almost felt uncanny. He hoped Rhodes was managing his way around the uneven terrain alright with just his leg braces. 

Speak of the devil, at that very moment, a trio of hot spots suddenly flickered into existence across his monitor. Stark immediately redirected his repulsors and rocketed towards the ground, the War Machine armor trailing close behind. Within seconds, the three individuals came into view.  

It wasn't Peter, but for once he was okay with that. Tony whipped his feet and palms to point towards the earth, stirring the dense foliage and causing the pedestrians to wince. Landing among the undergrowth, Stark allowed his helmet to peel back and returned his friend's hollow smile.

"No luck?" Rhodey asked, swatting at the gnats nibbling at his ears.

Tony shook his head slowly. "N-no, um—not yet. But, hey, I brought you a present."

The silver armor descended in front of him, and Rhodes' eyes lit up like a kid's on Christmas. "Aw, _hell_ yeah. Hello beautiful." He stepped eagerly into the open suit, his grin disappearing behind the metal mask. "Now _that's_ what I'm talking about. Man, have I missed this." He stretched his limbs inside the familiar cocoon and floated to Tony's side. "I'm never walking again."

Stark grinned half-heartedly, grateful for his comrade's familiar company after so many hours of solitude. Then he shot a quick glance over James' shoulder to address the rest of the search party. "What's the situation as of now? Has anyone found anything?"

Scott Lang, decked out in his full Ant-Man costume, stared awkwardly at the ground in silence, unsure what to say. Okoye, on the other hand, gazed at him with cold, level eyes. 

"We found a piece of fabric and some blood we think may be his many hours ago," she stated, "but nothing since then. King T'Challa and two others are following a potential lead, but he has ordered the rest of us back to the city to regather our strength."

Stark's heart seized. "You're giving up? _Already?_  He hasn't even been lost a full day, and you're already throwing in the towel?" He was well aware of how hypocritical he was being, but he didn’t care. His voice shook with every word.

"No one is throwing away anything, Mr. Stark. We are in no condition to fight the Hatut Zeraze should they find us out here. We are all in need of food and sleep. We will return to Birnan Zana to rest, then decide how to continue the search from there."

"You do realize he could die while you're all taking your sweet time getting your beauty rest?" he snapped, jerking away and setting his jaw. Lang let out an uncomfortable cough in response.

"Tony," Rhodes warned, lifting up his face mask, but Okoye didn't flinch.

"I know you want your friend safe. We all do. My best friend was taken from me by these men, and the fact that you might have to endure that same pain haunts me. But I will not risk losing anyone else out here. Neither will the king." 

"I'll keep searching with you," Rhodey assured him, laying a hand on his shoulder. Stark exhaled in attempt to retain his composure, turning to offer his loyal friend a dismal but grateful smile. And yet, he found that he couldn't; with one look at his face, Tony immediately understood what General Okoye was talking about. Rhodes was absolutely exhausted: expression desolate, eyes scrawled with red veins and ringed with dark circles. A quick revisit to Lang and Okoye's faces awarded the same conclusion: the three of them were screwed if they happened across the enemy in their current state. As much as it sickened him to his core, Stark had to agree: they needed to stop searching. He sighed, squeezing his eyes shut, then shrugged Rhodes' hand off his shoulder.

"No, it's okay. You all go ahead. I'll let you know if I find anything."

Tony marched away from them stiffly. Rhodey winced at his reckless resolve.

"You know I'm not going back without you. You look just as shitty as we do. If I'm stopping for a break, then so are you."

"I'm not going back until I find the kid," he breathed.

"You know the likelihood of him surviving the night is minuscule," Okoye said coldly. "And you are not helping him if he did by staggering around out here like a wounded animal waiting to be killed. The best thing for you to do is rest, get your mind right, and wait to see if the king's lead yields any—"

"I am _not_ going back!" Stark shouted lividly. "I don't give a shit what any of you say! I don't care how slim the odds are, how shitty I look, or how often you remind me that the kid's probably already dead. I'm staying out here until I find him, no matter how long that takes!" 

Seething, Stark whirled around with his fists balled at his sides, the Iron Man helmet crawling back over his face. Everyone watched the Avenger helplessly, knowing well there was no point in trying to stop him. He took one determined step forward, preparing to return to the skies, then immediately froze. Behind the mask, Tony gaped in shock. 

Humming softly, hovering mere inches from his face, was a tiny metal object. It had insect-like eyes, eight skinny legs, and was shaped in a remarkably distinctive way. The little robot gave a tiny squeak of salutation. Upon recognizing the familiar device, Stark practically melted with joyful disbelief.

"What the hell? What's that?" Scott asked nervously. "Don't tell me Wakanda has freakin' flying _spiders_ now. I'll be catching the first boat out of here."

Rhodey eyed his stone-still friend bemusedly. "Tony, what's up? You okay?"

"It's—that's—that's his," he stuttered out. "That's the drone from his suit."

Okoye's fierce features softened in a spur of sudden hope. "Spider-Man? That's his device?"

At that moment, three definitive thoughts flashed through Tony's mind at once. First and foremost:  _Holy shit. Peter is alive. The kid is alive! Thank the freaking heavens!_ Secondly:  _Whoa, whoa, wait a minute. How the hell did he send the drone out to find me? He's only supposed to have access to that feature after he's completed the Training Wheels Protocol, which I know for a fact he hasn't. What's going on?_ Then, almost instantly, he reeled back to:  _Oh my god, who cares, the kid is alive. He sent the drone to lead me to him. That means I can find him. I can find Peter._

As if on cue, the spidery device whipped around and began buzzing back the way it had come from. Smiling authentically for the first time in what felt like centuries, Tony fired up his repulsors and blasted after it, not caring whether anybody followed him. The three others watched Iron Man take off in silent disbelief, mulling in a similar mix of excitement, doubt, and confusion. 

As he tailed the drone through the endless forest, Stark pushed down all the lingering wariness still festering inside him. He fought back the dark thoughts pressing in his mind. Instead of focusing on the thousands of terrible what-ifs that the spider-drone could lead him to, Tony forced himself to fixate on one thing, and one thing only:

_Peter is alive and waiting for me. Hang tight, kid. I’m coming for you._

* * *

“How do you carry a human being?!”

Spider-Man swung messily from tree to tree, lugging Nakia under his arm like a lanky Pillow Pet. The stampede of bloodthirsty anarchists were hot on their heels, chucking bombs and spears and all sorts of insane weapons at them and setting Peter's spidey sense on constant tingle mode. The whole situation was chaotic, especially now that he'd resorted to carrying Nakia as he zipped through the air on cables of webbing. Every way he tried to hold her felt ridiculous and weird, and her screams of terror certainly weren't reassuring. But limping across the forest floor wasn't fast enough; thus, gripping her around the middle and switching her weight from shoulder to shoulder it was. 

 _"You could make a big sack out of webbing and carry her in that,"_ Karen suggested unhelpfully. Nakia shouted something Peter assumed wasn't PG and dug her fingers into his arm.

"No! Do _not_ do that!" she pleaded. Peter insisted that he wouldn’t, then looked ahead with a gasp. Their path was blocked by a massive fallen tree, and the fastest way around was the by far the worst. Peter cursed and flung Nakia above the rotting wood, then rolled along the ground underneath it. He caught her in a heap on the other side, stumbling back into his clumsy swinging regime as she shrieked and kicked. Now he really, _really_ understood what being Tarzan felt like.

”This isn’t working!” Spider-Man cried. He glanced around frantically, hearing a bullet zip past his ear and another by his leg. Holes peppered the bark and undergrowth in front of them. Out of the corner of his eye, Peter spotted a dark cove of bushes dotted with colorful flowers, and a lightbulb flickered on inside his head. Using their combined momentum, Spider-Man whipped around the closest tree trunk and catapulted them into the brush. They tumbled head-over-heels through the sticky leaves, and Nakia sat up dazedly, coughing. She gripped her side in her hand and moaned.

"Ugh," Peter grimaced, poking gingerly at his shoulder. He turned to Nakia, panting. "Are you alright?"

"This is pointless," she wheezed. "We can't escape them. They will find us here and kill us both."

Spider-Man nodded. "Y-yeah, most definitely." He winced as the sound of stomping boots and spiteful yelling grew louder, then slowly dragged himself back to his feet. "Which is why you're going to stay here, and I'm going to lead them away from you."

Nakia lifted her gaze to his sharply. "What? Are you crazy? No, I forbid it. We'll think of something else. They will kill you."

"They've got to catch me first," he said, trying to mask his crippling fear behind a smug grin. "And anyways, we don't have time. You're hurt; you need to stay here and stay hidden. Once I lose them, I'll come back to get you, and we can find our way out of here together." 

"You don't listen!" she hissed. "You are but a boy, and I demand that you stay here!"

She made a grab for his arm, but he jerked out of her reach. The enemy was nearly upon them, and his spidey sense was growing more and more intense with every passing second. He had to go _now._  Peter turned to Nakia with one more uneasy glance. 

"I'll be back!" he promised. Then he bolted out of the dense bushes, knocking many flowers from their stems. Nakia gazed after the red figure as he disappeared among the trees with striking disbelief, unable to comprehend the stranger's incredible bravery and stupidity.

As soon as the army came thundering into view, Peter started hopping up and down and waving his arms in the air. "Hey losers! Over here! Do those ugly-ass masks obscure your vision or something? 'Cause you haven't hit me once! And I bet half a bag of soggy popcorn that none of you ever will!"

For better or for worse, his goading seemed to work. The whole battalion immediately swerved to charge at him, raising their weapons in anticipation. Suave arrogance was replaced by adrenalized terror, and Spider-Man darted in the opposite direction, blood surging. Within moments, zings and pops of atypical gunfire cascaded upon him, some of which puffed into small explosions while others bloomed with eerie gas. Peter yelped and took to the trees again, ducking and twisting as the freaky bullets rained. 

"Karen! They really want my soggy popcorn!"

 _"The drone has found Mr. Stark,"_  Karen replied, opening a small screen in his viewfinder that pictured a close-up of Iron Man's mask. _"It is leading him here now. Just hang on."_

Hope blossomed inside his chest. Peter broke into a smile. "It—it did? He is? Haha! Yes! I knew my little Droney would come in major clutch one way or anoth—" 

The tree he was swinging on suddenly erupted into a ball of fire. Spider-Man was thrown sideways. He crashed to the ground, flaming wood chips bouncing off his body. His ears ached and his head spun. The air tasted metallic. He lied still among the grass and seedlings for a moment: blinking, dazed. 

He knew he had to get up. Peter managed to crawl behind a clump of bulbous roots. There was something wrong with his muscles. They felt knotted and stiff all of sudden, and with every painful breath he sucked into his lungs, it became harder to move. _It must be something in the gas,_ he realized. He pressed his back against the natural blockade, smothering a cough in the crook of his arm. Anxiety coiled in his gut as he sat there, panting rapidly, listening for movement, waiting for a spear to stab him from behind. The swirling smoke stung his eyes and throat.

A minute passed. Other than footsteps receding farther and farther away, Peter heard nothing that suggested there were any threats nearby. He wanted to believe the signs, but that gnawing feeling that something's eyes were drilling into the back of his head had settled back over him. Mindful of the haze clinging to his brain and the immobility inflicting his body, Peter decided to stay put, praying that Mr. Stark got there soon.

Hardly a second later, his spidey sense went off like an air horn, and a shadow descended over him. Peter panicked and tried to make a break for it. He was immediately rewarded with what felt like a crowbar beaning him in the back of the head. He hit the ground hard, gasping. He thought he felt blood dripping down his neck as he fumbled on to his back with strained, jumbled movements. He lifted his gaze to the man looming over him, trembling. 

"You are one of the American fighters that T'Challa requested aid from, aren't you?" he asked coldly. The man in the cape was much more terrifying up close. The soulless eyes of his mask seemed to sear straight through his skull. He spun the deadly staff in his hand as Spider-Man tried to scramble away from him, stumbling backwards on his palms and feet. Peter raised his wrist to blind the man with webbing, but one of the two goons that flanked him stomped on his shoulder and pressed a knife to his throat, making him cry out in pain. The raw flesh burned and he could feel the jagged teeth digging into his skin. 

"You are pitiful. You will meet the same fate that will soon befall them. If Nakia won't be made an example, I suppose you'll have to do." He turned his back to him, marching towards the burning trees. "Akili, dispose of him."

The first thought that struck him was: _They didn't find Nakia. She's safe. Thank God._ Then he felt the man tighten his grip on the hilt of the knife in preparation to slit his throat, and remembered:  _But oh, wait, crap. Now I'm going to die. Gosh dangit._ By that point, his muscles were almost completely petrified. He could only lie there, stricken with helplessness as one masked enemy held him down and the other knelt low to kill him. Spider-Man held his breath.

In the next second, a neck was ripped open, gushing blood across the dark earth and lush undergrowth. But the neck was not his own. Instead, a wild shriek tore through the air, and the man with the knife was knocked off him and tackled to the ground. Peter heard him wail with fear, and it took the teenager a moment to realize that he wasn't drowning in his own blood, and a moment longer to slowly sit up in a bewildered daze. He turned to find his attempted murderer pinned beneath a jet-black monster, whose teeth were plunged deep into his throat. He watched in horror as the creature tore the flesh from his neck, and a scarlet pool formed around the body as quickly as the tips of his fingers stopped twitching. The second goon screamed something incoherent, and the monster sprung over Peter in one leap and let out a vicious roar. That was more than enough to send him fleeing into the brush. He barreled past his leader, who stood glaring at Spider-Man from a distance. Any moment now, he expected him to rush forward and finish the job. Then voices sounded from somewhere not too far off, and he glanced over his shoulder. With a spiteful curse, the man in the cape turned and vanished among the trees, gone like a vampire at the break of day. Peter was left heaving on the ground, the red circle ringed around the body to his right inching closer and closer to his feet. 

"W-what the hell?" he stammered out, breathless. Instantly, the black monster turned on him. Peter recoiled with a yelp. The wide, greenish-yellow eyes met his own, and a chilling growl rolled inside its throat. The realization made him gasp. _It's the thing that chased me. The thing that wanted to eat me before._  Had it been stalking him this whole time? He hadn't had a clear look at it when he'd been plowing through the forest like a bull in a china shop, but now he recognized what the monster really was. The truth didn't quell his fear in the slightest. 

It was a panther. A big, black panther like the one from the Jungle Book movie. Its sable fur shimmered like velvet in the sunlight, and its lips were grisly with the blood of its latest kill. Peter watched the red saliva trickle from its fangs and whiskers, heart racing, trying to remember what the panther's name in the movie had been, then felt his stomach drop as the large creature stepped towards him. 

"Oh no—p-please no," he begged, quaking from head to toe. He couldn't run away. He couldn't even _crawl_ away. In light of his predicament, Peter did the only thing he could do: curl into a little ball and wait to be ripped to shreds. He sat hiding his eyes as the panther walked up to him, growling deeply. 

"Please," he whispered through his fingers. Every breath that breached his lips trembled. He flinched when something touched him, expecting it to be a mouthful of teeth sinking into his throat or a row of claws slicing through his belly. Instead, it was the top of the panther's head. It nudged him again, then again, and Peter grew puzzled when no gory death followed either. He squeaked when on the fourth nudge, the big cat shoved him over, and he shrunk feebly against the ground. The thunderous growl was deafening as the panther stood over his defenseless form. 

"N-nice kitty," he whimpered. Something rough and wet lapped at his cheek through the fabric of his mask. He opened his eyes to find the black panther's face an inch from his own. A long, pink tongue was peeking from its mouth and licking his forehead. When Spider-Man still sat motionless with terror, thinking the beast was simply tasting him before hollowing out his insides, the panther leaned down and nuzzled its massive head into his neck. Peter nearly shrieked because the touch startled him and also kind of tickled. The large predator continued to rub and nudge at him, acting less like a ruthless killing machine and more like a house cat requesting to be petted.

"What's...happening?" Peter asked nervously. "Are y-you a nice kitty? Are you not—not going to eat me?" Although he was still shivering, Spider-Man allowed himself to sit upright. As soon as he did, the curious creature pressed its nose into his hand, and he gave its head a reluctant stroke. It growled loudly in response, and Peter considered that maybe the sound wasn't actually growling, but purring. A shy smile spread across his face as he petted the black panther, and it nuzzled affectionately at his ribs. 

"Y-you're—heh, you're just a big ol' kitty-cat, aren't yah? You're like a bigger, scarier version of Murph." His grin suddenly dropped, and his gaze wandered back to the dead man lying at his side. His eyes fell to the gaping esophagus and the blood oozing out and saturating the dirt. He felt a gag rise up in his throat, but turned away and swallowed it down nauseously.

"That wasn't, uh...that wasn't very nice, what you did," Peter said, grimacing. "Was that, like, on purpose? Y'know, killing the guy who was gonna kill me? Were you trying to protect me or something? Is that why you've been following me?"

The panther stared at him calmly without replying, whisking its tail along the ground. Then it buried its head into his neck again, making Peter start and giggle. He assumed that was the closest thing he was going to get to a ‘yes’. The panther was like a big, scary, jungly guardian angel. He was running his fingers through its surprising soft fur when a twig suddenly snapped, and both of them perked up in alarm. 

At that moment, three figures emerged from the dense foliage. They were panting lightly and speckled with mud and leaves. Peter's eyes lit up with elation and disbelief. He recognized who the men were, but the sight was certainly an unexpected surprise.

"Cap?" Peter said, blinking. "Holy crap, I totally forgot you were here!"

Behind the layer of filth, the legendary Steve Rogers was sporting some killer five o'clock shadow and a very dark Captain America costume—the first thing that popped into his mind was lumberjack mixed with cologne commercial model—but somehow that wasn't the most startling thing about the trio. Not only was the king of Wakanda himself a member of the group—T'Challa, decked out in his stunning Black Panther suit—but so was a man Peter hadn't seen since the fight in Germany, and who he had certainly not anticipated on being here. Unsurprisingly, his eyes were trained on the murderous beast standing beside the scrawny kid and were wide as saucers. 

"Uh," he stammered, "am I the only one concerned about the big, evil cat about to eat him?"

King T'Challa took off his mask and crouched down to the ground, smiling widely. "Ikati, darling, I thought you were dead. _Yiza apha."_

The black panther immediately scampered up to meet him, rubbing against his legs as he scratched at her chin. Peter thought it was just about the cutest thing in the entire world and had never regretted not having his camera phone on him so badly.

“Oh, it's yours,” the Winter Soldier said. “Right, of course.”

Ignoring the happy reunion, Captain America let out a sigh of heavy, tangible relief. After so many hours of restless searching, to finally find the disheveled kid sitting there on the forest floor—muddy and scraped up but not lying cold and dead—was beyond refreshing. He didn't know what he would've told Stark had this situation gone otherwise. He couldn't wait to see the look on his face. Spider-Man watched a weary smile pull at Steve's lips as he reached up and tapped at the comm device in his ear.

"Guys, we found him. He's here. He's alive."

* * *

Tony swore that as soon as he was back in Wakanda’s labs, he would upgrade the spider-drone so that it'd be able to fly faster than  _a damn turtle on a treadmill walking through molasses._  

He'd been hovering impatiently beside it as it buzzed through the woods for about five minutes now, scanning the surrounding area, listening for movement, knowing that every second longer it took him to the reach the kid increased his chances of being killed. He was seriously considering just analyzing its relative flight trajectory and gunning it towards the perceived destination, when the drone suddenly banked left. He slowed and watched it skeptically. _Well that's a first,_  he thought. Right as he turned to follow it, six distant blobs of red materialized in his viewfinder, shrinking and morphing as they passed behind trees.

Stark's muscles coiled instantly; all caution was abandoned, replaced instead with painful hope. He grabbed the drone out of the air and shot towards the blobs, buffeting the undergrowth beneath him. 

He saw Peter Parker before the kid saw him. It was quite the view to absorb. He was walking with Cap, one of the Dora Milaje warriors that he didn't recognize, King T'Challa, who was casually strolling beside a real black panther and scratching at its ears (because, y'know, that was normal), and Barnes. Seeing the kid was alive after so much intensely focused worrying was more relieving than he could articulate, but that didn't stop him from noticing who he was talking to. The sight made Tony stiffen so sharply he almost lost equilibrium and face-planted into the dirt.

"Can you feel this?"

"No."

"This?"

"No."

"How about _this?"_

Bucky snorted amusedly. "It doesn't matter where you touch it, it can't feel anything. I can sort of feel the vibrations where its attached to my shoulder, but only barely."

"That is  _so_ awesome! Did it, like, hurt? Like, getting it put on? Can you take it off? What's it made of? Do you have to be extra careful not to break people's hands when you high-five them? Can I high-five you right now?"

Steve gave Spider-Man a nudge right as Iron Man descended from the canopy and landed by the massive tree in front of them. No one needed to see Peter's face to know he was smiling from ear to ear. 

"Mr. Stark!" he called excitedly.

"Nakia?" a voice cried out. Stark looked over his shoulder to see War Machine stepping down to the ground, holding Okoye under the arms. He hadn't even noticed that they'd been following him. The minute her feet reached the earth, she sprinted towards her.

"Okoye," Nakia said, her voice breaking. The two met in the middle, hugging fiercely and weeping with joy. 

"I thought they'd killed you," Okoye sobbed. "I thought they'd taken you like the others, and—"

"It is alright,  _yam nkokeli._ I am fine. I am here."

While the two Dora Milaje warriors embraced one another, Spider-Man jogged up to meet Iron Man, not slowing down despite his stiff limbs' protests. The petrifying gas had not fully worked itself out of his system just yet, but he tried his best to hide the limp. He stopped when he was in front of him, panting softly.

"Uh, h-hi Mr. Stark," he said. A timid smile was hidden behind his mask.

"Hey kid," Tony replied. He retracted the helmet off his face and took a moment to digest the teen's humorously bedraggled appearance. He was completely caked in mud, almost to the point of being unrecognizable. His suit was flecked with frays and tears. There was a whole ecosystem of leaves and twigs and other sorts of jungle debris sticking to him like he'd been sleeping in the dirt. He looked like he'd been living out here as a forest hermit for years rather than just one day, and he probably smelled like it, too.

"Are you okay?" Stark asked.

Peter nodded quickly. His hands fidgeted at his sides. 

"Good," he replied, biting the inside of his cheek. Tony didn't know how to communicate how glad he was that the kid wasn't dead without it being weird. In a sudden rush, a powerful and unfamiliar urge came over him. Maybe it wasn't totally unfamiliar; maybe he'd felt it before, but he'd gotten so good at repressing it that it had become something that seemed foreign. Regardless, it was there, startling and evident:

He wanted to hug the kid. He wanted to wrap the little idiot in his arms and hold him close and let him know how much it would have destroyed him if he'd been killed. He wanted Peter to understand just how much he meant to him, and that he was so sorry for letting this happen. 

Stark could hardly believe how overwhelming the feeling was. Perhaps Peter was experiencing something similar; he'd stepped towards him expectantly when he'd first ran up to meet him but had stopped himself at the last second, likely due to Tony's ban on hugs from the previous time he'd tried embracing him. Something inside him stung at the thought. For the first time since his initial encounter with the kid back at his apartment in Queens, Tony Stark considered hugging Peter.

But the amount of eyes watching him at that moment shied him away from the idea. He couldn't make himself follow through on something so personal when there was an audience. Peter must have read his awkward silence as judgement or disappointment, as his head was hung with shame.

"Mr. Stark, I'm so sorry—"

"You know as well as I do that you're not the one who needs to be apologizing here," Tony interrupted him. He might not be willing to hug the kid, but he sure as hell wasn't going to let him get away with that shit. Peter lifted his gaze to Stark's reluctantly.

"Sorry. I guess we were both being kinda stupid, huh?"

"Tipping a little heavier towards my end," he snorted. "But yeah, sure."

"Are we good?" Spider-Man asked, scratching the back of his head. Tony couldn’t repress the soft smile that overtook his face. 

"Yeah, kid. We’re good." He casted a sideways glance at the six other individuals (and the giant freaking cat) watching them, clearing his throat a bit too loudly, then lifted his hand in front of Peter's face. “I believe this is yours, yes?”

His fingers folded back to reveal the tiny, spider-shaped drone sitting on his metal palm. It hummed to life and gave a jubilant trill. 

"Droney!" Peter exclaimed, cradling the device in his hands. "Hey buddy!" Then he looked back at Tony, hunching his shoulders. "Oh. I’m going to have to explain this, aren’t I?"

"Yep. You've got lots of explaining to do."

"Right," he murmured, guiding the drone back to its place on his suit. It snuggled into the indention with a satisfying click. "A lot happened. I think the suit's a little busted. I tried to fix it, but...something else sorta ended up happening, but I think it's still not fully working right. I don't know. It's just— _whoo,_ everything was just so crazy, y'know? I thought you guys would never find me. I slept in a tree. And fell in a river. There was a tarantula on my neck at one point. And I saw monkeys! Like, _real,_ wild monkeys! It was exactly like Planet Earth except not on TV!" 

"Why don't we walk and talk?" Tony chuckled, wrapping an arm around the kid's back. The rest of the crew took the cue and began following behind them. Up close, it was easier to see just how much Peter had been through. His skin was littered with gashes and dried blood. The suit had been slashed open all across his lower legs and arms. There was a patch of particularly painful-looking blisters on his shoulder that Tony for sure wanted to get checked out. Clearly Peter's definition of being 'okay' was fundamentally different than his own. 

"Do you know what a fig is?" Spider-Man asked. "I think I ate, like, seven hundred figs. Is that bad? They were weird. They don't taste anything like the filling in fig newton bars. I didn't really like them, but I was _starving._ I probably shouldn't have eaten so many though. Now I kinda never want to eat one again."

Tony Stark never thought the kid's incessant rambling could bring him so much joy. He didn't realize how much he'd missed it until now. He decided to wait until they were back in Birnan Zana to discuss the less fun things, choosing instead to just listen and let Peter jabber on about his nutty jungle misadventure.

The two Dora Milaje warriors were glad the young hero was safe. Rhodey was happy to see his old friend smiling again. The king of Wakanda was curious about how Stark and the boy were related, while the pair of World War II veterans wanted to know the history behind their unlikely bond. But above it all, everyone was just relieved that Spider-Man had finally been found, and that the light had returned to Tony Stark's eyes. 

T'Challa called a pilot to pick everyone up and fly them back to the capital city. The Avengers and the Wakandans were grateful for the break. The group was much more lively now that Peter was back.

**Notes for the Chapter:**

> I know it gets rushed at the conclusion but I just didn't want to end another chapter with Tony not finding Peter and everything not being okay :P I hope I wrote Bucky well enough. Unfortunately I won't be much nicer to Pete in the next one....yeet  
> Four things:  
> 1\. MERRY CHRISTMAS AND ALL OTHER HOLIDAYS!! HOPE YOU HAVE A WONDERFUL TIME  
> 2\. The language I used for the Wakandans is the same one used in Civil War: Xhosa. I don't speak it so I used google translate. I'm sorry if what they're saying doesn't make any sense, I was just trying to give it some kind of authenticity. If anyone out there does speak it, I'd love some tips!!!  
> 3\. HOLY. FRICKIN. FRICK FRACK. THAT INFINITY WAR TRAILER???? WHAT IN THE ASS??? IM SO SHOOK?? I CAN"T BELIEVE I HAD TO WATCH THAT SPACE PLUM SLAM MY BABY SPIDER TO THE GROUND WITH MY OWN TWO EYES??? This movies WILL end me  
> 4\. OKAY. that spider-man: into the spiderverse trailer also?? Have ya'll seen it? It looks SO GOOD!! The animation is gorgeous, the concept looks gorgeous, miles looks gorgeous, and I can't breathe. Sony better not find some way to screw this up!  
> That's all, thanks so much for reading, see you next time :D


	15. Wakanda (Part 3)

"A giant...bubble?"

"Yeah! Like, an invisi-bubble! And there was a whole little community inside it that was totally invisible until you walked through this weird cloaking wall thing. It was  _insane,_  man! I mean—uh—king. Sir. Your highness." 

Everyone on board the airship was lined in the seats along the outer walls. Everyone except for Spider-Man, who was standing in the center of the plane's belly and ranting avidly. They all listened to him spout off with a mixture of amusement and curiosity. King T'Challa seemed particularly interested in his descriptions of their enemy's secret base.

"It's true," Nakia agreed. "They have great hordes of weapons and provisions hidden inside, along with at least fifty men. Their cloaking device blocks all infrared waves from entering or exiting, absorbs internal noise, and is completely undetectable, just like our own."

"Those sneaky bastards," Clint Barton murmured.

"It is a wonder that you two were able to escape with your lives," Okoye said. She and Xoliswa were helping clean the large cut on Nakia's forehead, along with her other injuries. "How did you get out of there?"

Nakia nodded towards Spider-Man with a smile. "This young man saved me. He rescued me from the Hatut Zeraze before they could execute me and hid me in some bushes, then used himself as bait to lure them away. It was very courageous."

Peter flushed as all eyes turned on him, holding his hands out skittishly. “Oh, it—it really wasn't. It was definitely more stupid and clumsy than anything else. I dropped us both in the mud, like, five or six times."

"Whatever it was, we are grateful to you," Ayo insisted. "You brought our sister back to us. You have done the Dora Milaje a great service."

“And me,” T’Challa said, placing his hand on Nakia’s. She met the king’s gaze with a small smile, then rolled her eyes.

Peter, looking between the two curiously, rubbed at his forearm. "Well, I'm just glad I was lost in the right place at the right time. The real hero here is definitely King T'Challa's big panther friend." 

T'Challa narrowed his eyes, reaching down and stroking the blob of black fur snoozing on top of his feet. "You mean Ikati? How so?"  

"She's so cool," Spider-Man gushed. "I know it sounds crazy, but I think she was following me and protecting me while I was out there. Did you train her to do that?"

"No. Ikati is very protective by nature. I was introduced to her as a boy, and she would guard me as I slept every night. Perhaps since you are small, her maternal instincts kicked in."

Peter heard Sam snicker and looked down at himself self-consciously.  _What? I'm not_ that  _small_... Hestood a little bit straighter, crossing his arms over his chest with a frown.

"I also believe Ikati can sense good in people. If she deems you worthy, she will risk her life to protect you. In the Hatut Zeraze's last raid, she vanished while guarding my mother. I thought they had killed her." The black panther lifted her head to look up at him as if she knew she was the topic of conversation, and T'Challa smoothed down her ears with his hands. "I am very happy you are safe,  _ingelosi encinane."_  

"You guys should have seen it," Spider-Man continued emphatically. "It was like that dog in  _I Am Legend,_ but fifty times more awesome. She jumped out of the trees at the last possible second and saved me from getting my throat slit!"

In the seat to Peter's left, Tony Stark choked on his water, and his loud sputtering drew most of the room's attention. Peter had almost forgotten he was there. He squeezed his eyes shut and swallowed painfully, bracing a hand against his chest. 

"I—I'm sorry," Stark coughed. "Saved you from  _what?"_

Spider-Man shriveled.  _Whoops._ "Well, uh...there was something weird or whatever in the gas, right? I think it was some kind of paralyzing poison, because after I breathed it in I couldn't move all that much. And some of the bad guys sorta caught me while I was like that and were about to...y'know."

He did the finger across the throat gesture with a nervous laugh, averting his eyes from Mr. Stark's horrified expression, then pointed eagerly to the large panther. "But then she stopped them before they could, so it was okay! Yay!"

The sleepy feline blinked at him as he spoke and rose to her feet. Peter winced, still a little scared of those dagger-like fangs and deadly claws, but relaxed when she nuzzled affectionately at his belly, purring like a speedboat. He scratched behind her ears, and she stretched her legs with a yawn. 

"She's so sweet and so terrifying at the same time. What did you say her name was?"

"Ikati," T'Challa replied.

"Does that mean something? Like _Night Killer_  or _Death Shadow?_   Is it something awesome like that? Or is it just a name?"

The four Dora Milaje warriors giggled behind their hands. King T'Challa almost looked like he was blushing. Peter glanced between them confusedly.

"What?"

"It means 'cat,'" Okoye chuckled. "Cat or kitty."

It took all of Peter's collective willpower not to burst out laughing. "O-oh," he stammered, voice wavering. "That's—that's cool too. Mm-hmm."

"I was _twelve,_ alright?" T'Challa said sheepishly. "I thought it was a good name at the time. Creativity was not my strength just yet." He looked back at Spider-Man, who had both hands clasped over his mouth. "It's okay. You can laugh. I know it is funny."

"I'm sorry," he giggled. "It's just so  _cute_ , hehe!" He petted Ikati's nose with a grin. "Hey Cat. Kitty-cat."

"Can we rewind back to the whole thing with the men that were trying to _slit your throat?"_ Stark snapped, leaning forward with his hands on his knees. Peter had hoped he'd steered the conversation far enough from the subject that it had been dropped. Apparently not. "Who were they? What did they look like?"

"It could have been any one of the Hatut Zeraze," Ayo said ominously. "They believe their mission is more important than any individual life, and will kill anyone who tries to stop them." She turned to Spider-Man. "Even a child such as yourself."

Peter bit his tongue. _Seriously? I'm fifteen, guys! Not four! Come on!_

"Yeah, well, I'd like to personally attend to the specific assholes who put him through this shit," Stark retorted. He looked to Peter. "Who was it, kid?"

Peter swallowed. "Well, Ikati here actually sorta already killed the guy who was gonna kill me, so..." He patted her awkwardly, still uncertain how he felt about that. "But I’m pretty sure any one of them would've done the same thing if they'd found me in that position. They all seemed kinda asshole-y."

"The whole lot of them are ruthless, treacherous murderers who must be eliminated," Xoliswa concurred. "Now that you are safe, we can focus all our efforts on saving Wakanda from their wake of destruction."

"We must plan our attacks decisively. They have many hidden bases scattered around the forest which the main army moves between frequently in order to avoid detection and to launch effective strikes against our people. The bases are nearly impossible to find without sending foot soldiers into the field, especially if we want to be clandestine about it. It will also be difficult to predict where they’ll be at any given moment since their resources are so well diversified." Nakia paused and grimaced as T’Challa dabbed a glob of blue cream into the cut on her side. "Personally, I've only seen three of their secret sites. There could be dozens more out there that we do not know of."

"That does make this a lot more complicated," T'Challa agreed. He screwed the lid of the medicine jar shut and scratched at the thin facial hair framing his jawline. "Scouting out all the bases and deciding which ones we should target could take weeks and cost us more lives. I don't want to risk losing anyone else on more blind excursions through the jungle."

"We'll help you however we can," Cap chimed in. As they bounced ideas back and forth between each other, trying to forge the most optimal course of action to take, Spider-Man gingerly raised his hand.

"Um, I did put a tracker on their scary leader guy. Would that help?"

All eyes returned to the teenager, followed by stunned silence. Sam broke the ice with a scoff.

"Wait, you serious, kid? When?"

"When I snuck into the bubble, right before I helped Nakia."

"Which one is the leader?" Wanda asked.

"Well, I just assumed he was 'cause he was yelling at everyone and dressed differently than the others. He was wearing a cape and a mask like yours with the little kitty ears."

T'Challa blinked. "Yes. That's Hunter, Wakanda’s old minister of justice. He is the one who started the revolt after I dissolved the Hatut Zeraze as Wakanda's elite police force. He has organized and led the rebels in all of their efforts to dethrone me and lay claim to my people."

"And you put a _tracker_ on him?" Okoye asked, standing from her seat. Peter nodded shyly. 

"Uh, yeah. I just figured it might be a good idea since he seemed so mean and important. Here, I'll show you."

Peter walked towards her and tapped the button on his left web-shooter that opened the holographic map. It flickered out from his wrist, displaying a graph with a pin following the man's movements. The distance between himself and the tracer was increasing rapidly because they were flying in the opposite direction.

"Damn,” Cap mused, squinting at the glowing diagram. “That was smart thinking, kid.” Even though Tony was still thoroughly irritated, he felt a small bubble of pride rise into his chest as he watched Peter amaze the room.

"This is perfect. This is exactly the kind of advantage we've desperately needed. Now we won't be scrambling after them blindly like _iinkuku_ relieved of their heads." King T'Challa lifted his gaze to the masked hero. "You have helped us tremendously. Could I borrow this from you so we can plan our next tactics around his position?"

Spider-Man shot a glance at Tony but didn't think he'd mind him sharing since the person asking was a literal _king_. "Uh, yeah—yes," he stammered, slipping the web-shooter off his wrist. "Of course, your highness." T'Challa accepted the device gratefully, and he and the Dora Milaje crowded around it like moths to a flame. They began murmuring to each other in Wakandan, and Stark gave Peter a nod, assuring him he'd whip up a new one when he fixed the rest of his suit.

Relieved, Peter turned towards the opposite wall, looking for a place to sit. His gaze flickered over the man sitting in the far right corner of the cabin. He looked stone-faced, but with a hint nervousness framed by the crease between his eyebrows and the rigid way he held his shoulders. Stark’s words reminded him of a thought he’d had earlier, and he walked to stand beside the Winter Soldier.

“Hey Mr. Stark, you should make Bucky—I mean, Mr. Barnes—an Iron Man arm. Don’t you think that’d be cool? Then he could shoot repulsor blasts and pew people in the face just like you.” He poked at Bucky’s metal wrist. “What do you think? I mean, your arm’s already really cool, but imagine it being all red and gold and super high-tech. You could have two: one for just everyday stuff, and the Iron Man one for fighting!”

To his surprise, Bucky did not look sold on his idea. In fact, he looked a little concerned. He glanced at Stark for an instant, then cleared his throat and crossed his arms close his chest.

“Um, that’s okay. I’m fine with the one I’ve got.”

“But he could really trick it out for you. Right, Mr. Stark?” 

Most of Tony’s face was in shadow, but the part he could see was rigid and pale. The cup in his hand almost looked like it was shaking.

“Kid, can you come here for a sec?”

Peter stared at his mentor bemusedly, then at Bucky, who wouldn’t meet his gaze. The cabin fell very quiet as he walked to the other side of the plane.

“What is it?” he asked softly, easing into the seat beside him. “I’m sorry, I shouldn’t have put you on the spot like that. I know you’re really busy with all this craziness. I just got really excited by the idea ‘cause I know you’d make it so cool.”

Wordlessly, Tony placed his hand on Spider-Man’s back. It was somehow firm and gentle at the same time.

“I want you to stay away from him.”

The ice in his voice made Peter’s stomach twist into a knot. “W-what?" he said. "Who? Mr. Bucky? Why?”

Stark had an unreadable expression on his face. The best Peter could describe it was haunted. “Because I’m asking you to. He’s dangerous.”

“You mean...because of Hydra?” he whispered. “But he’s better now. He helped save me in the forest, and he seemed nice when I talked to him.”

“I don’t care. I need to keep you safe.”

“Sam said he was brainwashed when he did all those bad things in the past. It’s not fair to call him dangerous if it wasn’t his fault.”

Stark clenched his jaw. “Kid, you don’t understand—”

“What don’t I understand? Why don’t you like him?”

The color Tony’s neck had turned and how deeply his fingers were digging into Peter’s spine seemed to indicate that he was about to yell at him some more. Instead, the pressure suddenly lifted from his back. His shoulders sank. 

“Just...please,” Stark said. “Please, just do this for me, and don’t ask why. I need you to trust me. Alright?” All of the anger was gone from his voice. His features weren’t sharp with frustration anymore. Now, to Peter, Tony Stark just looked...sad.

His desperation was so tangible, Peter’s stubbornness immediately crumbled away. There was something startlingly painful in his eyes, something that made Peter unable to pry further. Spider-Man glanced at the quiet soldier in the corner one more time, wondering what he could have possibly done to make Iron Man so afraid of him. Then Peter turned back to his mentor and nodded his head.

“O-okay. If you want me to steer clear of him, I will. I trust you.”

Stark released his breath like he’d been holding it for decades. He gave the kid’s shoulder a pat, closed his eyes, and downed the rest of his drink. 

“Thanks.”

Peter bundled his hands in his lap. “Yeah. Sure.” The clouds outside their window looked like gooey marshmallows streaked across the sky.

He returned to the opposite side of the plane, scratching absentmindedly at his injured shoulder, trying not to dwell on the conversation too heavily as he studied the interior of the beautiful Wakandan aircraft. Then, out of nowhere, Peter felt someone grab his hand and yank something out of his skin. He flinched back with a yelp, gripping his arm. 

"Ouch! Geez, w-what was that for?" Sam Wilson smirked at him, holding a large splinter between his fingers. 

"You had this sticking out of your forearm. It was driving me crazy. And there's about ten more that need to be removed just from what I can see." He shifted to make room on the bench he was sitting on. "Here, let me help you out."

"Not if you're going to do it like that," Peter groused, rubbing at the sore spot.

"I'll be nicer, you big baby, now sit down." He reached over and tapped Okoye's shoulder. "You mind if I borrow some of your medical supplies?"

She passed him a black box, and he retrieved a cloth and some tweezers from inside it. Sam motioned Spider-Man forward again, and he reluctantly sat beside him, sandwiched between the Falcon and Captain America. Tony felt like he should say something, but didn't know exactly what.

"Damn," Sam scoffed, studying the kid's bloody skin more closely. "You really carved yourself up out there, huh?"

"I fell through some spiky bushes," Peter explained. He felt a little awkward as Sam lifted up his arm and turned it over in his hands, going full ex-pararescueman on inspecting his wounds. He plucked a few of the easier splinters out first, making a small pile of wood chips on the floor, then pressed his fingers against a particularly painful-looking fragment burrowed beneath the enflamed skin. Spider-Man couldn't keep from wincing. 

"Ow! That is _not_ nicer!"

"This one's in there deep. You're gonna have to stay really still for me to get it out."

"We should wait for the doctors in Birnan Zana to look at him before messing with any of his injuries," Stark said tersely. The window to his back made him look like a talking silhouette.

"I can get the little things cleaned up so they can focus on the big ones," Sam replied without turning away from his work. Peter felt like he was being talked about like a dumb, wounded animal. He burned beneath the two men’s gazes uncomfortably.

Sam put the tweezers between his teeth and nodded towards Cap. "Would you hold him still for me?"

“What?” Spider-Man said, tensing. “No, I can stay still. It's just hard when you keep doing— _gah!_ That!"

Sam had his thumb against the injury and a smug look on his face. "Yeah, exactly. Steve has to keep you still so I can do this without you squirming around."

Peter reddened defeatedly and looked back at Captain America. His frown dissolved when his eyes reunited with the iconic face framed by the ragged beard and assortment of fading battle scars. It was still such a startling and unexpected view, especially after being forced to watch dozens of Cap’s old high school PSA videos where he’d boasted that painfully corny grin and ridiculously flashy first Avengers costume. He couldn't believe that man and the one sitting beside right now were one in the same.

"Can I just say that I freakin' _love_ the new look, Cap?" Spider-Man said, his voice pitched high with enthusiasm. "You look like a total badass—like a really patriotic Rick Grimes!"

Clint snorted so loudly Peter thought he sneezed. Others fought back giggles while Cap simply smiled.

"Uh, thank you," he chuckled. "I suppose we're both looking a bit rougher than usual."

"I wish I could grow a beard," Spider-Man muttered. Steve narrowed his eyes, thinking about how young that potentially pinned the kid as, but didn't say anything.

"Any time now, Steve," Sam said impatiently. Cap met Spider-Man's strange, masked gaze, unable to tell for sure whether he was looking back at him through the white eye-lenses, yet somehow certain he was. 

"Do you mind me keeping you steady while Sam fixes you up?"

The young hero hesitated for only an instant, one hand gripped firmly to the other that lied in his lap. The he shook his head, sounding almost embarrassed for not immediately granting him permission. 

"N-no, no, yeah, that's fine." He turned forward again, swallowing. "Just, um, maybe don't grab my right shoulder please. I hurt it pretty bad."

Cap was careful to only lay his hand on the left one, then held Peter’s other arm at the elbow. He could tell Steve was trying to be gentle, but beneath the super-soldier’s powerful grip, Spider-Man suddenly felt very fragile.

Then Sam started digging around in his smarting flesh like a merciless excavator, and his muscles went taut. An urge to yank himself free overwhelmed him. He had to look away, sucking his lips to his teeth. 

"Almost there," Sam insisted, sticking him so hard Peter swore it was on purpose. Cap could see blood running down his arm and gave the kid's rigid shoulder an comforting squeeze. 

 _"Wilson,"_ Tony said, spotting the blood too, standing from his seat. Spider-Man's breathing was sharp and shivery.

Then the pain slowly eased from his skin. 

"And...got it," Sam said, dropping the large wood chunk into his hand. "All done now."

Peter instantly deflated with relief, forgetting that Cap was sitting right behind him and slumping against his chest. "Aw geez," he panted. "Ow."

Sam wrapped gauze around the kid’s arm as he fought to catch his breath, ignoring Stark’s eyes boring into the back of his head. Cap helped him sit back up. Peter puffed out his cheeks.

“You aren’t using the medical supplies correctly,” Okoye said. “You don’t have to make him bleed to get the splinters out.”

Sam turned to her confusedly. “What do you mean?”

“Our medicine is different from your kind. Better.”

“How?”

“I told you to wait,” Tony scoffed.

“It’s alright,” T’Challa insisted, gazing out the front of the plane. “Shuri will tend to him. We are here.”

Recovering from the onslaught of pain, Peter perked up. “Here? Where? Wakanda?” He looked out the window at the jagged, patchy landscape. “Is it in the valley? Or behind the mountains?”

“Just wait,” Okoye said. A shrewd smile pulled at the corners of her lips. 

Peter’s excitement turned to horror when he stared ahead and saw that the plane was barreling straight towards the face of a cliff. He didn’t even have time to scream before they collided with it head-on.

Except they didn’t crash. The impact was soundless. The mountain disintegrated the moment the ship made contact, and the world around them peeled away to reveal something else entirely.

It was a city from another planet. It was a world of architecture, color, and life unlike he'd ever seen. It was impossible to take in all at once. Breathtaking skyscrapers stretched towards the heavens and gleamed in the sun. Streamlined metro cars on suspended tracks snaked left and right at unbelievable speeds. The lake that surrounded the land wove tributaries between the buildings like fingers, with trees sprouting along the edges. It was city and nature in perfect harmony. Hordes of people bustled on the streets below, and beautiful aircraft hummed through the sky above. Peter's jaw dropped.

"It's—that's—wait, _what?"_ He smooshed his face against the window. "This is Wakanda?"

"Not what you were expecting?" Nakia giggled. "Beautiful, isn't it?"

'Beautiful' did the city no justice. It was awe-inspiring, magical, unrivaled by any other place on earth. Peter looked back at Tony, eye lenses stretched wide across his face.

"Um, Mr. Stark? I think that Ross guy's a big fat liar."

* * *

When they landed, all Spider-Man wanted was to explore the city: run through the streets, swing between the buildings, and try to take in every inch of the otherworldly paradise. But as soon as the plane met the ground, Stark grabbed him by the arm and started dragging him towards the closest medical facility as the rest of the crew followed just behind. From the opposite side of runway, a small group of people ran up to meet them.

“Nakia!” the girl in front cried. She practically tackled Nakia in a full-body hug.

“Ouch, Shuri,” Nakia laughed, wincing. “You’re crushing me.”

An older woman joined the younger ones in their heartwarming embrace. “Praise Bast. We were so worried about you.”

“Stop with the fussing, both of you. I am fine, and there’s work to be done.” She looked over her shoulder. “The boy is the one who needs to be tended to.”

The younger girl peeled herself away from Nakia and smiled. “So you found him? Great! Another white boy for me to fix, yes?” Her gaze fell upon the disheveled red and blue figure standing beside Iron Man, and her eyes widened. “Wait—you didn’t say— _Spider-Man?”_

Peter glanced up in surprise. “Huh? You know me?”

“Yes! Of course! I’ve seen lots of videos of you on YouTube. Mainly you swinging around New York and running into things.”

Peter flinched and giggled. “Oh. Sounds about right.”

“Spider-Man, this is Shuri,” Okoye said. “Wakandan’s head of science and technology development.”

Spider-Man took a moment to gauge the person in front of him. Shuri was a tall girl who looked about the same age as him. She had a bright yellow top on paired with a brown skirt and colorfully patterned leggings. Her hair was braided into two cute buns on the sides of her head, which reminded Peter of Princess Leia's signature look.

"Nice to meet you," Shuri greeted him. Peter gawked. 

“Wait, wait,” he stammered. “You're the one who designs all the crazy tech stuff here?”

She grinned and shrugged. "Guilty. You like it?"

“Are you kidding? It's insane! So you have to be like—like a total genius or something, right?”

“Do not inflate her ego any more than it already is,” T’Challa broke it, giving Shuri’s shoulder a shove as he walked by. “My little sister’s head is already much too big.”

“At least I’ve got something useful in mine,” she shot back, sticking her tongue out. The older woman standing behind Shuri hissed something that made her sober up, but the mischievous smile stayed firmly glued to her lips.

Peter beamed. “King T'Challa is your brother? You mean you’re a genius _and_ a princess?”

“Damn straight. Bow down, peasant.”

When Spider-Man observed her stony expression, he awkwardly began to do as he was told. Immediately, Shuri burst out laughing.

“Oh my god, look at him! He’s actually doing it, haha! You are so cute!”

He blushed, standing erect. Okoye scoffed at her.

“ _Imxhaphazi_ , leave the poor boy alone. He’s been through a lot.”

"Alright, alright," she giggled, taking him by the wrist. "Come on, Spidey. Let's get you fixed up." 

He let her pull him towards the massive building on the opposite side of the runway. As they walked, Peter started asking her a million questions about all the amazing projects she was working on, and she answered with an enthusiasm that equaled his own. Tony followed behind them, listening to the two kids jabber, grateful that Peter was finally going to get the medical attention he needed. 

And it was a _lot_ of attention. At one point, Peter had four people working on him all at once. He looked funny, trying his best to keep still as the group of doctors poked and prodded him, sitting on the table with only his mask on. Tony had asked for his suit so he could repair it while he was being tended to. He didn't understand why Peter was being so shy and hesitant about it, until he finally stripped down to reveal the flashy Captain America boxers he had on underneath. No one needed to see his face to know he was blushing bright red. 

As Stark operated on his costume at the neighboring table, Shuri and her team worked on fixing Spider-Man. They sponged the blood and dirt from his skin, removed the rest of his splinters with a strange vacuum-like machine (which was somehow painless), and applied the bluish ointment wherever they deemed appropriate. The relief the medicine provided was immediate and heavenly.

"What happened to your shoulder?" Shuri asked, her fingers hovering around the splotchy flesh. "This looks like a rash from  _umkhuhlane_ thistle."

"A what now?" Peter asked.

"Wakandan fever thistle. Exposure to it can cause itchy welts and illness. Do you feel sick at all?"

Peter narrowed his eyes and shook his head. Other than the dull pain radiating from the rest of his injuries, he felt fine. He glanced sideways at Stark, who seemed too busy with Spider-Man’s suit to have heard Shuri’s words.

"Well, that's fortunate. Just be sure to let me know if you start feeling bad. For those of us who have lived around it our whole lives, thistle fever is usually minor and quick. It's never deadly, but the symptoms could be worse for you, since you've never been exposed until now." She applied a thin layer of the ointment, plastered on a bandage, slapped his hand when he tried to scratch at it, then tugged at the bottom of his mask. "Anyway, let's go ahead and take this off."

Peter started. "What?"

"Your mask. Take it off."

"Uh, no thanks." He clamped his hands around his neck.

"You need to take it off."

"I can't. I have a secret identity."

She swiped her finger against the back of his head then held it up pointedly. The gloved tip was smeared with blood. 

"You have a wound on your head that's still bleeding, along with cuts on your face that could become infected. They must be properly tended to."

Peter coughed and looked to Tony for help. Stark lifted his gaze from his work, then sighed, rising to his feet.

"I can take care of the rest of his injuries. I need to patch up your mask anyway." He met Shuri's gaze. "As long as that's alright with you."

Shuri shrugged. "Sure, if that's what you want. His head's all that's left." She poked Spider-Man in the belly, causing him to jump and yelp in surprise. "It's too bad, though. I would've liked to see your face. I bet you are very cute under that mask."

Peter blushed, hugging himself around the middle. Shuri giggled. Messing with the young superhero was fun.

"He's alright," Tony snorted. "He cleans up well."

“I’ll give you some privacy,” Shuri continued, rounding up her team. “Feel free to use whatever you need. But if you break anything, I won’t hesitate, bitch.”

Spider-Man's shyness disintegrated as he laughed out loud. “Wait—you have Vines in Wakanda, too?”

"Um, duh," she scoffed. "What kind of savages do you think we are?” When the room was clear, she stepped through the doorway, waving flamboyantly. “Later nerds. Bye Spider-Man.”

The doors snapped shut. Quiet settled over the lab. Peter looked up at Mr. Stark.

"I like her."

Tony nodded. "Yeah, she's cool. Smart. Probably the smartest human being I’ve ever met. This whole place has kind of made me question my entire understanding everything."

"Same," Peter said. "Everything's so high tech. I can't believe they've kept this from the whole world."

"Yeah. Crazy." Stark stepped forward and took hold of his mask, carefully lifting it off the kid's face. Peter did his best not to grimace as the fabric peeled from the wound on the back of his head. Once it was free, Tony tossed the bloody mess on the table, then met the kid's eyes. _Geez,_ Stark thought. It felt like ages since he'd seen his face. He'd almost forgotten how young and innocent it was. Peter was scratched and bruised and tired-looking, with wildly unkempt hair and a split down his lip. He'd obviously been through a lot out there, and Stark doubted it was only his body that was in need of healing. And yet, the softness hadn't left him. It was still there, in his eyes. The injuries almost heightened it, making him look like a kicked puppy on the side of the road. Considering what lied ahead of them, Stark wasn't sure if that was a good thing or a bad one. This was no place for softness. Nonetheless, it didn't stop his chest from flickering with warmth. The nagging feeling from earlier started pulling at his stomach again. The need to wrap the kid in his arms and hold him until the breath was squeezed from his lungs. He drove it back by clearing his throat.  

"So what happened here?" he asked, combing through his hair to find the wound. An ugly gash was carved where his skull met his spine, rimmed with bruising and still wet with blood. It looked really painful. 

"I think I hit my head on a tree," Peter explained. "Y'know, when those guys showed up and attacked us. It knocked me out." He stared at his lap, biting his lip. "And, uh...then their evil leader guy sorta...whacked me." 

"Whacked you?" Tony said.

"Yeah. With his big fork-looking thing. In the same spot."

Stark grabbed a cloth and a flashlight. "You could have a concussion, then. I'd really prefer letting a real doctor give you the once-over."

Peter winced as he dabbed at his head. "I'd, uh...prefer not that."

"I know," Tony sighed. 

Stark tended to his wounds the best he could. The kid's memory wasn't fuzzy, and his pupils weren't dilating weird, so that was a good sign. FRIDAY assured him if he did have a concussion, it was very minor. Peter's healing factor was already kicking in, too, so stitches weren't necessary. He cleaned the gash, added a bit of magic Wakanda medicine to it, then bandaged it as best he could. Peter felt funny having the Avenger dote on him, especially after how furious Stark had been when they were hiking through the jungle together. He almost flinched when Tony gently ruffled his hair.

"Alrighty, you're done," he said. "Feeling better?"

Peter nodded. "Yeah. Uh, definitely. Thank you, Mr. Stark."

Stark hinted a short, uneasy smile. For a moment, he looked troubled, deep in thought, and Peter wondered if he was waiting for him to say something. He tried to think, but his head wasn't cooperating.

This whole situation was...weird. He didn't know how else to put it. It felt like their relationship had been cracked, that after finally reaching a place where he almost felt comfortable in Tony Stark's presence, and where Tony believed he actually belonged there, they had been knocked back to square one again. Peter felt brittle, out of place, like if he said one wrong thing, the whole structure they'd built would shatter completely. He wondered if Stark would ground him from the rest of the missions. Or what if, after returning to America, he went back to ignoring all of his calls, messages, everything he sent? That would destroy him. Peter knew he had to say something to stop this from happening. He had to convince him otherwise. But before he had the chance, Tony's hand moved from his head to his uninjured shoulder, as if the Avenger was trying to steady him. 

"You know, um, I'm really proud of you, kid."

His voice was small and genuine. Peter stared at him silently. 

"I mean, let's recap: you were stuck out there, alone, fighting to survive, and yet you _still_ somehow managed to find the freaky terrorists' secret base, plant a tracker on their leader, _and_ rescue one of T'Challa's captured warriors? Like, are you _kidding_ me? You just did that, on your own, in your spare time—y'know, in between being attacked by crazy jungle stuff and murderous anarchists. You do understand how incredible that is, right?"

Stark was startled when Peter's eyes welled with tears. It startled Peter, too. The validation was so sincere and unexpected, it choked him up before he could stop it. He blinked, feeling the droplets slip down his cheeks and drip off his chin. Relief, exhaustion, and piercing joy tangled together inside him to form one big ball of emotions, and crying was his body's idea of handling it. Peter did not agree, but he didn't seem able to stop it. 

"Peter?" Tony said, sitting on the stool in front of him. His hand never left his shoulder. "What's wrong?"

"S-sorry," he sniffled. It suddenly hit him that he was crying in front of Iron Man. He felt like an idiot. "Sorry, I just—didn't expect you to say that."

"What did you expect me to say?" Stark almost laughed. When Peter didn't answer, burying his face in his hands, Tony inched closer to him. "Hey, kid—it's okay. You're okay."

"I know. I'm sorry. Ugh." Peter rubbed under his eyes, trying desperately to quell the waterworks. "I don't know w-what's wrong with me."

"Nothing's wrong," Tony insisted. He stood and sat beside him on the bed, wrapping an arm around his shoulders, heaving a lofty sigh. "I get it. I've been hard on you. Too hard. I've taken all my anger and frustration out on you when none of this is your fault. I'm sorry. I've been a terrible mentor and an all-around jackass." Peter gazed up at him as he spoke, eyes rimmed red. He looked so small and hurt. Stark gave him an affectionate shake. "But you proved me wrong— _again._  You made the best of the worst situation, and I'm really proud of you. You did a great job. I need you to know that. Okay?"

Peter stared at him for a minute before nodding slowly. He sucked in and released a shaky breath, balling his hands in his lap. It felt like he'd been carrying a bunch of lead in his lungs since Stark first yelled at him in the jungle, and now it had finally evaporated. Stark pulled him closer to his chest on instinct, and Peter didn't resist him. He scrubbed a hand across his face and licked his lips.

"Y-yeah, okay," Spider-Man said softly. "Thank you, Mr. Stark. Really. I mean, it wasn't a big deal, what I did, but—"

"It is a big deal," Tony said. "You're amazing, Pete. You're strong and kind and insanely smart. Smart enough to hack into my suit, even. I mean, what's up with that?'

Peter giggled. "Sorry. I didn't mean to. I was just trying to reboot it." He glared up at him playfully. "By the way, 'Training Wheels Protocol'? Not cool, Mr. Stark."

"Yeah? Just wait until you see the others. You are  gonna be _thrilled._ "

Peter rolled his eyes with a smile, and Tony gave his shoulder a squeeze. He never realized how easy it was to compliment the kid, how good it made him feel. How much he deserved it.

"If you turn it on again, can I at least keep Karen?" Peter said timidly.

"Who's Karen?" Stark asked.

 _"It's me, sir,"_ a familiar voice said in his earpiece.  _"Peter named me Karen while I was helping him in the forest. I like the name very much."_

"Ah," Tony said. "I see."

Peter shrugged. "She's really nice and helpful."

Stark smiled. "That's good. That's her job." He tilted his head to the side, faking an overdramatic sigh. "Well, I _suppose_ I can let you keep the extra features. I'd say you've kinda earned it, and you'll need all the help you can get, since you're coming with us on tomorrow's mission."

Peter beamed up at him. "Wait, what? I am?"

"Of course. None of our sensors can detect those masked guys in their weird heat-canceling pajamas." He poked him in the forehead. "We need you and your spidery sixth sense to let us know when danger's coming." 

The kid grinned as wide as the sun. "You're serious? You're really letting me come?"

" _Only_ if you're up for it," Tony clarified. "Shuri insisted her medicine would completely heal you by tomorrow morning. But if you still feel bad, or you need another day to rest, or have any hesitation whatsoever—"

"N-no!" Peter squeaked excitedly. "I want to come! Absolutely!"

Stark chuckled at his childlike giddiness. "Alright then. You're hired." He knew he was being a bit reckless, and he wished things could slow down after so many hours of chaos, but he needed to compensate for how terribly he'd treated the kid earlier. Tony knew this would make it up to him. And, as he'd previously evinced, the kid's enhanced senses could really help them. Plus, the next time those Hatut Zeraze bastards showed their faces, Stark would be ready.

Realizing how tightly he was holding on to Peter, Stark let him go and rose to his feet. "In that case, we need to get your suit fixed. Why don't you wash up, get some rest, and I'll find you something besides figs to eat?"

Peter laughed. "Sounds good. Thank you, Mr. Stark."

"No problem, kid." He placed Peter's phone on the bed, then gave his hair another tousle. "Let me know if you need anything, okay?"

"Okay," he grumbled, ducking out of his reach. As Tony crossed the room, he walked past Spider-Man's soggy backpack. It was hunched in the corner and still caked with mud. A stinging sensation returned to Peter's throat. He bunched up the sheets in his hands.

"Mr. Stark?"

Tony stopped halfway through the door, spider suit in tow. "Yeah, kid?" he called.

"Could...could you maybe try to fix my computer, too? It got damaged in the rain."

He followed Peter's finger to the sad backpack moping on the floor. Stark narrowed his eyes and scooped it up. It took him a minute to fish the computer out of the muck.

"Yikes, bud. This looks pretty bad." He opened the screen. It was dark, hazy, and splashed with dirt. The whole thing was soaked clean through. "But don't worry, I'll get you a new one."

"Can you try to fix that one?" he asked.

Stark puffed out his cheeks. "I mean, I _can._ But this isn't that great of a laptop, Pete; it's outdated for sure. I'll probably have to replace the majority of the parts anyway, when I could just get you a brand new one." He grinned. "C'mon, it'll be fun. I'll even let you pick it out. Call it an early birthday present."

"Thank you, Mr. Stark," Peter said, voice taut, "but I'd rather you just fix that one. It's, um—it's important to me."

There was quiet desperation in his eyes. Tony didn't know what exactly the laptop meant to Peter, but he could make an educated guess. Immediately, Stark tucked the computer under his arm and slung the backpack over his shoulder.

"Alright. I'll see what I can do."

Peter smiled. "Thank you, Mr. Stark."

"You're welcome, _Mr. Parker_."

Spider-Man giggled, and Tony walked out, shaking his head amusedly.

* * *

Shuri returned about five minutes later, announcing that Spider-Man's room was finished being prepared, which resulted in Peter panicking and throwing the first thing he could get his hands on over his head—namely, his bed sheet.

When the princess entered to find Spider-Man sitting on the table, looking like a lumpy white ghost blob, she doubled over with laughter.

"What are you doing?" Shuri giggled. "Are you playing hide-and-seek with someone? If so, you're doing a terrible job."

"N-no, I..." He swallowed, feeling ridiculous. "I'm just...not decent."

"You're naked? What happened to your Captain America panties?"

"I"m not _naked!"_ he squeaked. "I just don't have my mask on!"

Shuri snorted. "Oh. That was very misleading." She walked to stand in front of him, scanning him up and down. "Well, do you want to go to your room or not? I promise it is much more comfortable than in here, and probably a bit more private."

Peter scratched at the back of his neck. "Uh, sure. Your lab is pretty awesome, though. I could probably spend the rest of my life in here and only understand a quarter of all your amazing tech." 

"Once you're back to a 100% and not naked, we should work on some stuff together," Shuri said, a twinkle in her eye. "I can teach you about whatever tech you're interested in, and you can teach me about your powers and such."

Peter beamed. "Seriously? I'd love to! That'd be amazing!" He jumped when he felt a hand grab hold of his. 

"Great! I'm excited! But later. For now, get your ass out of my lab."

He smiled nervously. "Um, like this? Just...in a sheet?"

"That's up to you, I guess," she giggled. She pulled him off the bed, and he stumbled over his feet, flailing like a blind fish out of water.

"But I can't see!" he laughed.

"I can lead you," she said, dragging him forward. "Come on, maybe we can scare some of the elders!"

And from the sound of it, they did. Sharp cries and curses in a language he couldn't understand greeted them at every corner. Peter assumed people were having to jump out of their way to avoid getting trampled, as Shuri was yanking him through the winding hallways at a million miles per hour, laughing like crazy, yelling "Watch out! Wild white boy coming through!" at the top of her lungs. 

When they finally reached his room, both teenagers fell against the wall, panting heavily and giggling like 6-year-olds. It reminded him of that afternoon with Natasha in Avengers Tower, when they had pranked Mr. Stark. For a moment, as he laughed alongside the princess of Wakanda, Peter felt like a kid—and not in the 'I'm helpless and scared and can't handle myself' way he was used to, but rather a 'stick it to old people' kind of childishness he was still young enough to enjoy. Peter flopped on to the floor, flat as a pancake.

"That was more fun than it should have been," Shuri said, sitting beside him. "Mother is going to kill me."

"Oh man, I wish I could have seen their faces!" Peter chuckled.

Then the room fell silent. Peter blinked blindly behind the sheet. He would have thought Shuri had left him, could he not still hear her breathing.

"Can I ask you a question?" Shuri finally asked, breaking the quiet. Spider-Man pretended to make snow angels in the blanket by scissoring his arms and legs.

"Uh, sure," he replied.

Shuri stared at the ground, criss-crossing her legs. "How old are you?"

A knot formed in Peter's throat. He thought he'd made his whole 'secret identity' thing clear. Slowly, he sat upright.

"Um...I'd prefer not to say."

"I know," she said. "But you've learned so many of our secrets, none of which you're allowed to share with the outside world. Don't you think it's only fair that I know one of yours?"

Peter swallowed. Unlike all national intelligence agencies, he had seen Wakanda for what it truly was: probably more so than the country preferred an American teenager with an Instagram to see. But he hadn't _asked_ to see it. It just happened. He didn't think that warranted spilling his secrets to them in return. Shuri's hand fell on his arm.

"Sorry, that's not what I meant. I'm not trying to, like, even the playing field of blackmail we have on each other or something." He could feel her trying to search for his gaze. "I'm just curious. I really want to know." 

He hunched his shoulders. "But, uh—how do I know—?"

"I won't tell anyone," she said. "I promise. Pinky swear." She lifted his hand and locked her pinky with his. "Wakandans are very good at keeping secrets. We're loyal to our friends, and we don't break our promises. Whatever you say will stay between you and me."

Peter stared where he assumed she was sitting in silence. Oddly enough, he didn't feel like she was pressuring him into doing something he didn't want to do. It was more like she was encouraging him to do something he had always wanted to do, but was too scared to ever try: telling someone about himself. Sharing a little piece of Peter Parker with a person who only knew him as Spider-Man. And this was different than the Avengers, who were so much older and more intimidating to talk to. Shuri was young, close to his age: at least, she looked like she was. And, though outlandishly smarter than he was, she was into science and math and technology, just like him. In a way, she seemed to mirror him. They had literally just met, but Peter felt like he could trust her. He _knew_ he could. The fact that she didn't know him that well almost made it easier, like he could build off a blank slate. She was only asking for his age, but he suddenly felt inclined to tell her more. He opened his mouth, but no words left his lips. He was still afraid.

"If it makes it easier, I'll say my age first," Shuri said. "I just turned sixteen in September."

Peter's anxiety crumbled into a smile. "Really? You're only one year older than me!" 

He said it so casually, it took both of them a second to realize what he'd revealed. Panic was his first reaction, as panic was his trained response to breaking his code of nondisclosure. But it was quickly followed by relief. A small weight seemed to have lifted from his chest.

"Oh," Shuri said, brightening. "So you're fifteen? Wow! We are really close in age."

Peter nodded, releasing a slow breath. "Y-yeah. I guess we are." Adrenaline rushed through his system, as if he had just gotten away with something really mischievous. He couldn't believe he'd done it. Just like that.

"That's really cool. I guess you probably deal with a lot of the same crap that I do. People looking down on you, underestimating what you're capable of, that sort of thing. It sucks, right?"

Peter nodded again, but his head was somewhere else. "I'm from Queens," he blurted out.

Shuri blinked. "Queens? As in New York?"

"Uh-huh. I live with my aunt and go to school at Midtown Science."

Shuri smiled and narrowed her eyes. "That's...interesting. But I thought you said you are very secretive. Why are you telling me this extra stuff?"

Peter pulled his knees to his chest. "I...I don't know. I just want to tell somebody. I've never told anybody. I've kept it to myself for so long. And I feel like if I don't tell someone soon, I'll explode. Like it's been building inside me the whole time, like a giant snowball in my gut. You know?"

Shuri listened to him without speaking. Peter had no idea where this was coming from, but it was true. The need was eating him. He _had_ to tell somebody. One person he knew he could trust. He let his legs lie flat.

"If I needed someone to keep a secret, could you do that for me?"

The young princess nodded. "Yes. Of course."

Peter filled his lungs then emptied them in one long huff. "O-okay. Alright. Whew." Before he could talk himself out of it, he bunched up the sheet and threw it off himself. It landed by the bed in a bubbly pile. The air was cold against his bare skin. When he opened his eyes, and they finally met with Shuri's, wide and unmasked, his stomach leaped. 

"Hi," he squeaked. A stunned smile lifted the corners of her lips.

"Hi," Shuri replied. "Um, that was...surprising."

"My name's Peter," he managed to say, buzzing with anxiety. 

"Peter?" she repeated.

"Yeah."

"Hi Peter," she said. "I was right."

"R-right?" he asked. "About what?"

"Nothing," she giggled. "I was about to quote that American comedian and say _'Awww, she's ugly'_ after I saw your face, but then I couldn't."

"You should have," Peter said delightedly. "I love John Mulaney."

"Me too," Shuri agreed.

The two studied each other quietly, worrying their hands in their laps.

"This is so weird," Peter whispered.

"You've really never told anybody else?" Shuri said.

"No. Everyone who knows just kinda...figured it out on their own. And it's just Mr. Stark and my friend. That's it." He sighed and looked up at the ceiling. "I hope."

Shuri scooted closer to him. "Well, I'm glad you trust me. I promise I won't tell." She mimed zipping up her lips and throwing away the key. 

"Thank you," he said shyly. It took him a moment to meet her gaze. "You still down to work on some sciencey stuff later?"

She smiled and punched him in the shoulder. "Only if you can keep up. Which I doubt you can." Then she winced. "Oh, shit. Sorry."

He gripped his shoulder sorely. "Heh, it's okay. Ow."

She smoothed down the bandaging where it had bowed up from his skin. "You're sure you don't feel sick?"

"I feel fine," he assured her. "Not sick at all."

Shuri wrinkled her brow. "That's very surprising. Maybe your powers make you immune to the thistle's toxins."

Peter shrugged. Shuri shrugged back, then hopped to her feet.

"Well, I've got to get back to my lab. Make sure everyone's tech and weapons are ready for tomorrow." She turned to him, placing her hands on her hips. "I guess I'll...see you around then. It was very nice to meet the real you, Spider-Man."

Peter blinked. "Oh. Yeah. You too. See yah."  

"Tony Stark is working in the less cool lab just around the corner. If you need him, he's right there."

"Great. Thanks, Shuri."

She held her hand out to him, and he accepted it. Once he was on his feet, Shuri pulled him into a hug.

"Sorry, I'm a hugger," she giggled. "And you looked like you needed one."

Peter recalled Mr. Stark telling him that he showed all of his emotions on his face. The thought made him flinch internally and flush pink. Nonetheless, he hugged her back.

"You're probably right," he chuckled. 

She gave him one last squeeze, then skipped out the door. The room felt very empty once she was gone. 

* * *

Peter almost fell asleep while showering. He almost fell asleep while brushing his teeth, too. Exhaustion weighed on him like a two-ton blanket. He couldn't even appreciate how cool his room was, with the giant fancy bathtub and the rainfall shower head and all the weird oils and lotions he could rub all over his body. He was too focused on getting his ass in bed. Once he was clean, he threw on a shirt and some non-Captain America boxers, then melted into the squishy mattress and silky sheets. Sleep swallowed him within minutes.

When he woke up, the room smelled like chicken and sweet potatoes. He blinked and rolled over to find a plate of food on his bedside table, along with a digital clock.  _11:12 p.m.,_  it read. _Wait, what the crap? What time did I fall asleep?_

He must have gone to bed super early or something. Clearly, he was still adjusting to the time change, and to being lost in the forest for a night. Peter sat up, groping blindly for his phone until his hand bumped something hard beneath the blankets. He scooped it up and clicked the home button, but nothing happened.  _Crap. Dead._

He was supposed to text May every night (her time—he had to make sure he kept that straight) and update her on how the trip was going. He was also supposed to tell Liz about what he and Tony were working on. So basically, a bunch of lies, but it was a courtesy he felt obliged to keep. Ned probably deserved a text too, being his best friend and all, and the only person he could be semi-honest with. Peter huffed, swinging his legs off the bed. His charger was in in his backpack, which was with Mr. Stark. If he was sneaky enough, he could pop into the lab, grab it, and pop back to his room, no trouble at all. A shaft of light indicated where the door was. He tip-toed to it and peeked into the hallway.

Empty, as far as he could tell. Silent as could be. Peter glanced left and right, feeling like an intruder. His mask gave him confidence, dampened his fear, and hid his vulnerability from the world. Being without it made doing things like this seem a lot scarier. He puffed out his chest, scrounged up some courage, then stepped into the light. 

The closest corner was to the right, so he headed that direction. Every door he passed made his skin prickle. He was trying to walk slowly, keep his footsteps quiet, when he heard voices coming from behind him. His heart jumped into his throat, and without thinking, Peter sprinted around the corner as fast as he could—

—only to immediately collide into something. Peter hit whatever it was so hard, he stumbled backwards, landing on his butt. He shook his head, glancing up with a start, blinking bewilderedly. A shock went down his spine.

Captain America stood over him, looming like tree. No wonder it felt like Peter had rammed into a brick wall. He was wearing a white t-shirt and fuzzy pajama bottoms, and had a toothbrush hanging out of his mouth. Under different circumstances, the situation would have been comical. Under these circumstances, not so much.

Steve narrowed his eyes and popped the toothbrush out of his mouth, lips ringed with frothy paste. "Uh, hi. Who are you?"

Peter stared, his jaw hanging half-open. His mind was blank. He wanted to dissolve into a pile of nothing. "I...I—I'm..." All possible excuses died on his lips. They were in the Avengers sleeping area. He had a _Queens: Midtown Science_ shirt on. He was a _teenage white boy_ —probably the only one in all of Wakanda. There was literally nothing he could say to effectively steer Cap away from the truth. And the longer the Avenger studied him, the clearer that became.

"Hey," Steve said, stepping towards him. "Is it—? You're not...are you—?"

Peter's legs started working before his brain did. He scrambled to his feet and ran back to his room, slamming the door behind himself. He stood in the darkness, breathing heavily, terror crawling through his veins.  _He saw me, he saw me, he saw me,_ he thought. _Captain America saw me._ He didn't know what to do. There was nothing _to_ do. It made him feel sick. He ran a hand through his hair but stopped before scratching the wound on the back of his head. He poked it through the thin bandage hesitantly. It was still sore, but well on its way to being healed.

Of course after willingly revealing himself to one person, this had to happen. _No more._ No one else could know. It didn't matter who. He was putting everyone he cared about at risk. He had to be more careful. At least it was only his face, and not his name. He just had to pretend it never happened. Maybe Steve would wake up tomorrow and think the whole encounter was part of a dream.

Peter slumped back to bed. He didn't bother with the food. He didn't bother with his phone, either. He didn't feel like bothering with anything. He just wanted to regather himself. It was harder to fall asleep this time, but sleep eventually came. Even though his mind was raging with thoughts about the insane day he'd had, the people he eventually had to face, and the mission tomorrow. Even though he'd already slept for a pretty long time. Even though his stomach was kind of starting to hurt...

**Notes for the Chapter:**

> so in short yes I'm not dead I've just been writing my own original novel (crazy right?) in my spare time instead of working on this. But then I watched re-watched Black Panther and got inspired! So here you go. My late reactions to Infinity War are WHAT THE ACTUAL HELL MARVEL??? I'M NEVER FORGIVING YOU FOR KILLIN MY SON??? IN LIKE...THE WORST WAY POSSIBLE?? WHAT IN THE ASS?? GAAAAAAAAAHHHH!!!...and then my reaction to Ant-Man and the Wasp is just soft joy and comedy and love and happiness no sadness ever yay....minus that one mid-credits scene...yeet...
> 
> But yeah thank you so much to everyone who kept blowing up my inbox and telling me to keep writing this! You really are my biggest motivators and your kindness is so undeserved. I will do my best to return your kindness with more writing. Love you all!!! *throws sparkles and flowers*


	16. Wakanda (Part 4)

**Notes for the Chapter:**

> I'm literally starting school and work again tomorrow so I killed myself to finish this by today lol. Hope you like! And sorry in advance for being an evil demon!!

Peter had been shot.

His stomach was on fire. Blood was dribbling from the wound and mixing in the dirt underneath his body. He couldn't make it stop. 

He was alone in the forest. It was nighttime, pitch black. He couldn't see past the first line of trees. Monsters howled from every direction, making his head thrum with pain. A sea of fog blanketed the ground. His stomach hurt so much, he thought he might puke. Tears gathered in his eyes.

"Help," he whispered. His hand trembled as he lifted it off the wound. As soon as he saw it—red, raw, oozing, gaping—he covered it back up, gasping. It was awful. He was dying. He needed help, but he was alone. 

Peter tried to sit up. His muscles were made of jelly. Every movement sent more blood gushing down his torso. He was small, injured, useless.

"I'm hurt," he cried. His voice was weak in his throat. "I'm dying." He couldn't make it louder. He felt sick. "Someone.  _Please—_ "

The undergrowth rustled ahead of him. Peter went stiff. He thought he saw eyes glowing in the darkness.

"Mr. Stark?" he called. A figure stepped out of the trees. Its body was cloaked in a dark black suit and its face was hidden behind a large, terrifying mask. Bloodlust blazed in its eyes. Peter noticed the massive machete clenched in its fist—drenched in red, glistening in the starlight—right as the person charged at him.

Terror flashed across his skin. He tried to stand, tried to run away, but a hand grabbed on to his shoulder, holding him down. The man's feet pounded against the ground and cut through the fog. He raised the knife behind his head. The hand started shaking him. Spider-Man screamed.

"Peter!" a familiar voice cried. Spider-Man was ripped from the nightmare with a gasp. He sat upright sharply, dazed with fear, shaking. His eyes darted wildly until finding Tony's in the pale lamp light, which were wide with concern. 

"You're okay, kid. You're fine. Just a dream." 

Peter stared at him, audibly panting, his heart thumping in his ears. "M-Mr. Stark?" he stammered. He glanced around the room and realized where he was, what had happened.  _Not real. Not real_ _. A dream._ He wiped the back of his hand across his forehead, which was drenched in a cold sweat. Most of him was.

"Yeah, it's me," Tony assured him, kneading circles into his back with his thumb. He spoke gently, as if he was talking to a child. "I, uh, heard you. From the hallway. Yelling. It took me a minute to wake you up."

The terror rolling in his throat was quickly replaced by shame and embarrassment. No one had ever caught him in the middle of a nightmare before. The ones he had at home were bad at times, but never loud enough to wake May. He thought he had a decent cap on it—at least enough to keep others from worrying. First crying like a baby in front of his idol, and now this? Peter cupped his face in his palm. 

"Crap," he murmured. "Sorry."

"It's okay," Stark said. "You just...scared me a bit. I thought someone was hurting you."

Peter swallowed, fighting to slow his breathing. His muscles refused to uncoil.

"Peter, is this..." Tony began. He licked his lips. "Is this a regular thing for you? Night terrors?"

"No," he said quickly. Then he rethought it. "I mean, they aren't...they're usually not that bad."

Stark was cut to the core. Peter was the last person who deserved to suffer from something like this. There were times when Tony had popped awake at night, trembling with horror, but feeling justly punished for his past sins. Peter didn’t have that baggage. He’d done nothing to warrant this torment. Stark noticed the kid was grabbing at his stomach, as if he was searching for a wound. 

"You know, if you're not in the mood for more jungle hiking today, it'd be completely fine—"

"No, I'm good," Peter insisted, eyes snapping up. "I want to come."

"I don't want you pushing yourself is all. You've been through a significant amount of shit in a very short amount of time." 

"My wounds are all healed," he said, touching the back of his head and twisting his arm around to show him. He wasn't lying, they were—though Peter didn't bring up the fact that other stuff felt off about him: that his stomach was unsettled, that his head kind of hurt. He was confident those things would fade once he was back in action. Tony sighed.

"It's not just the wounds that concern me. It's...all of it." He paused. It was hard to tell in the low lighting, but he thought the kid's eyes looked a bit glassy. The plate of dinner he'd brought him the night before sat untouched on the nightstand. He shifted his jaw, then shook his head, giving Peter's shoulder a small squeeze. "Just promise me that from now, if you have any concerns, or feel overwhelmed at all, or if any of this insanity is too much for you, you'll tell me. In return, I promise to listen to you, and not yell at you or ignore you like a giant dick. We've got to have each other's backs here. We've got to trust one another. Okay?"

Peter's face lifted into a soft smile. Even after all this time, dwelling on the fact that _Tony Stark_ had become a major part of his life still left him reeling. From the beginning, Stark had made it clear he cared about him, but mainly through his actions, not his words. Making him a suit, believing in him despite his young age, rushing to his aid when he was knocked to the ground by giant Ant-Man in Germany—these were the ways Iron Man bore his heart. So, on the rare occasions Tony said things outright that evinced his care for Peter, he understood the weight they carried. Peter chuckled shyly.

"You're not a giant dick, Mr. Stark."

Tony grabbed the pillow by his leg and swung it at his head. " _Language_ , mister."

"You said it first!" Peter giggled, ducking and holding out his hands.

Stark held the pillow up threateningly. "Do we have a deal?"

Amusement and warmth jumbled together inside him. "Yes, I promise."

"Good," Tony said, chucking the pillow into his face. Spider-Man winced and laughed, his voice muffled. "In that case, if you're feeling it, the group is heading out at nine. Meet in the throne room at 8:30. Grab something to eat beforehand. I'll see you there." He walked across the floor, pointed to the pile of stuff sitting on the chair in the corner, then stepped into the hallway. The door swung shut with a _click_.   

Excitement sparked in his chest. Peter crawled to the edge of the bed eagerly. He couldn't wait to get back into the field with the rest of the Avengers. Especially now that Spider-Man held such an important role! With their enemies concealed by stealth suits, his spidey sense was the only thing that could detect approaching attacks. Though he hoped they wouldn't be ambushed again, as that had been really scary, it felt nice to be useful. Grinning, he dropped on to the balls of his feet.

The first thing that hit him was the head rush, which made his vision blur and his head spin. The second was a stabbing pain in his stomach. Peter had felt a sharp ache while he was lying down, but he figured it was either residual phantom pain from his terrifying nightmare, or a minor pinch that would vanish once he ate something. Neither seemed to be the case. In the same moment, heat surged through his body. Peter stumbled backwards, falling back on the bed.  _W-whoa. What the hell?_ When the dizziness dissolved, a headache took its place. His eyes felt heavy in his head.  _What's wrong with me?_

He waited for it to pass. Sweat beaded along his forehead and slipped down his back. His skin was clammy, feverish. He kneaded his hands into his eyes. 

 _What's going on? What is this? Poison?_ It felt like a nail was drilling into his brain. His stomach churned.

Then his eyes popped open behind his fingers.  _Oh no. Oh god. What did Shuri call it before? Thistle fever? Oh shit..._

Uh-uh. This couldn't be happening. Not now! He had literally just recovered from his injuries, and now he was sick? He was about to go on an _Avengers_ mission! The team and Wakanda were depending on him! 

Stubbornly, Peter stood up, grimacing at the rush of nausea. He staggered to the chair across the room and leaned against the wall. He was achy and shivery. Chills danced up and down his spine. It was startling how fast the symptoms were setting in. He slumped forward and ripped open the shiny case on the cushion. The newly repaired spider suit glowed from within. He pulled it out, stripped, then slipped it over his trembling body. As soon as the mask was on, he clicked the spider symbol on his chest. He gripped his belly as the costume shrunk to his frame. 

 _"Good morning, Peter,"_ a cheery voice greeted him. Spider-Man panted with his back against the wall.

"Karen?" he said. "Is that you?"

 _"It is,"_ she replied. _"It's nice to be with you again."_

Peter smiled weakly and nodded. "Yeah, yeah, sure. Hey Karen, am I sick?"

Karen paused. He assumed she was scanning him. _"You do have a fever of 102. If you are feeling ill, I can alert Mr. Stark."_

Peter cringed. "No! Don't tell him! If he finds out, he won't let me go on the mission!"

_"If you are sick, you certainly shouldn't be going on a mission."_

Spider-Man burned with heat and anxiety. She wasn't wrong. "I'm not," he said. "I'm fine. Just please don't say anything to Mr. Stark."

 _"Alright, I won't,"_  Karen murmured, _"for now."_

Peter let his head fall against the wall. "Thank you," he sighed. His bones felt brittle. His tongue tasted sour. He wondered if he should try to find Shuri. She knew how to keep a secret. _Wow._ Three seconds after promising to be honest with Tony, and he was already lying to him. Though, technically speaking, it wasn't lying. Just withholding information. Maybe Shuri had some kind of miracle pill that could make all his symptoms disappear. Even if she did, he knew she wouldn't let him go into the jungle with the others. She was too good of a doctor.

He peeled himself from the cold marble and trudged to his suitcase. His hands dug through the neatly folded clothing, tossing bundles of shirts over his shoulder, until knocking against something at the bottom that made a clattering sound. Peter lifted the bag of medicine out, glazing over the variety of bottles like they were filled with gold.  _Thank God I let May pack for me._ He dumped the treasure trove on to the floor and rummaged through his options. Ignoring Karen's protests, he took four ibuprofens, two tylenol, and three Emergen-C gummies, downing it all with swigs of Pepto-bismol.  _That should stave off the worst of it,_ he thought, though the questionable mix of medicine in his stomach made his queasiness swell. He had to sit down for a minute and cycle slow breaths through his lungs for it to reach a manageable level.

Normally, if Peter was feeling like this, he'd be more than willing opt out of all activities planned for the day. Maybe even if one of those activities was an Avengers mission. But for this particular mission, he was the only one who could keep everyone safe. If he stayed behind, and somebody got attacked out there, that was on him. He couldn't let that happen. 

So, forcing his shoulders back and his chin up, Spider-Man stood and marched out of the room. Superheroes didn't take off sick days. He couldn't afford to now.

* * *

Ten minutes of zombie-like wandering later, Peter finally found the throne room. Despite his high expectations, the ornate design and structure still exceeded them, making him pause in awe for a moment. Or maybe it was the combination of the lavishly decorated space on top of the daunting crowd of people who occupied it. He hesitated behind the door, the loud and intimidating atmosphere making his head throb. When someone passed and almost saw him, he shrunk back and pressed against the wall. His skin felt sticky beneath the tight lycra suit. His hands wouldn’t stop shaking. 

“Bug bro!” someone shouted to his left. Peter flinched and turned. He smiled when he recognized the man jogging up to meet him.

"Ant-Man!" he said. "Hi!" He reached out to shake his hand but received a hug instead, which made him stumble in surprise.

"Ah, bud, I'm so glad to see you. I was so worried! First you get shot in New York and almost die, and then we lose you in the jungle your first day here!"

Peter chuckled, hoping his fever couldn't be felt through the suit, happily hugging him back. "And _then_ I stubbed my toe this morning. I think the universe is plotting against me." 

Ant-Man released him and patted his shoulder. "But here you are again, right back in it. I don't know how you do it. I'd probably still be crying."

Peter giggled. It didn't surprise him that Ant-Man was a dad. He had a certain energy to him that just _screamed_  'I have a daughter and she's my world'. It was nice to see him when Peter wasn't bleeding out and half-conscious, though he wasn't exactly batting 100% at the moment. Spider-Man crossed his arms to hide his shivery hands and looked him up and down.

"Wow. Your costume's awesome."

Ant-Man grinned and struck a pose. "Right? Not to brag, but it's definitely the coolest one here." 

"Are you going to grow super big today?" Peter asked eagerly.

"No, sorry. All small jobs today. Infiltration and sabotage." He clicked a button on his hand and disappeared in an instant. Peter winced, glancing around confusedly. 

"Uh, Mr. Ant-Man?" he called. He felt a tiny poke on his arm.

"Down here!" Ant-Man's voice cried. Peter turned to see an itty-bitty person standing on his shoulder, waving enthusiastically. He was practically invisible, he was so small. Spider-Man blinked in astonishment. He had to squint to keep him in focus.

"Holy crap!" Peter said, lifting a tentative finger towards the little figure. "You're so tiny!"

Ant-Man hopped to his nail and placed his hands on his hips. "I know! I'm like a grain of human rice!"

Peter held him up to his eye-level. "You're so cute! I'm kinda scared I'm gonna squish you."

"Me too," Ant-Man chuckled. He took a running leap off his fingertip and pressed the button on his opposite glove, popping back to his original size and landing on his feet. "Neat, huh?"

"That's so cool, man! Being small must make sneaky espionage jobs a lot easier."

He nodded. "Sure does. But word on the street is my job's not the most important one for this mission. Yours is."

Spider-Man tilted his head and frowned. "My job? Who said that?"

Ant-Man pointed inside the throne room. "Iron Man, of course. He told us you've got some kind of detecting ability that can keep us all safe from those freaky Zeraze dudes."

Peter peeked into the crowded space. "He did?"

"Yeah. The way he put it, it sounds super helpful. Is that true?"

Spider-Man shrugged, rubbing his arm. "Yeah, I guess. I just didn't expect him to tell everyone about it."

"Makes sense for security reasons. Now the group will know to listen for you in case you detect something bad."

Peter swallowed nervously. His brain felt like a boulder rolling around inside his skull. "Right, right," he murmured. "I'll, uh, do my best."

"And I think he just enjoys bragging on you," Ant-Man said, nudging him in the side. "You're like his mini-me."

Spider-Man's face grew slightly warmer than the rest of him. "Not really," he giggled, "but thanks."

"Sure you are. You're both red and superheroes and have high-tech suits."

"So are _you,_ " he laughed.

"Yeah, but it's different. Tony Stark's your dad, right?"

Peter's stomach jumped sideways. "W-what?" he stammered disbelievingly. "Who told you that?"

"I mean, I just figured. The way he worries about you and searched for you like his life depended on it. Cap said he didn't think you two were related, but I assumed you guys were just keeping it under wraps because you've got a secret identity and stuff."

Peter's head swirled with a mixture of shock and confusion but also delight. He'd never expected anyone to observe Spider-Man and the billionaire Avenger's relationship and suspect it as anything beyond a mentor-mentee dynamic. He was also curious to hear Ant-Man describe Tony's behavior while he was missing.  _Mr. Stark was really that worried about me?_  he thought. _Enough to make people think he's my dad? That's kind of funny. And also...sort of...awesome._  He certainly didn't mind the mistake. Being related to Mr. Stark would be _so cool._ Peter smiled shyly.

"Um, heh, n-no, no he isn't," he said, scratching the back of his neck. He couldn't imagine how Mr. Stark would react to hearing this.

"Are you sure? Because I'm a dad. And I love it. It's great. Have I told you I have a daughter?"

"Yes," Spider-Man giggled.

"Right, cool. So, as a dad, I recognize similar dad-like behaviors in other dads. And whenever I've seen Stark interact with or worry about you, he's basically given off a beacon of dad-vibes. If he isn't your dad, then he's certainly doing his best to play the role. My dad-radar doesn't lie."

"He's not my dad," Peter chuckled sheepishly, staring at his feet, "and he'd probably gag if he knew people thought he was."

Ant-Man retracted his mask and rolled his eyes. "Whatever. Anyone would be lucky to have you as their kid. If he doesn't adopt you, then I will."

"Thanks, Mr. Ant-Man," Spider-Man snorted. "I'll let you know when I've had all my shots."

"Call me Scott," he insisted, holding up his fist. Scott motioned his head towards the throne room. "You ready for this, Spider-Man?"

Peter felt chills shoot through his whole body. His head ached and his stomach was a spiraling ball of nausea.  _No,_ he thought, _definitely not._ He was more ready to collapse back into his bed and not move for another week.But he painted on a smile, bumping his fist against his.

"Yep. For sure. Ready as I'll ever be."

They walked in together. The walls stretched hundreds of feet tall and convened at one tiny point in the center of the ceiling, which glared down like an eye. Peter veered away and stopped between Vision and Iron Man, squeezing his eyes shut behind his mask. Thank _God_ he had a mask.

"Hey, it's Spider-boy," Natasha Romanoff said, patting his head as she walked by. "Glad to see you'll be joining us today."

"Um, yeah," he responded uneasily. Tony turned and acknowledged him with a small smile.

"I'm surprised you were able to find this place. It's kind of a maze in here." He jabbed his thumb over his shoulder. "Did you get enough to eat? They got all sorts of fruit and stuff on the tables over there. I've stashed a few things for the road, but I know how you are with your insane appetite."

Peter's stomach seized at the thought of food. "I'm good," he said with a grimace, shooting Stark a sideways glance. 

"Well, if you get hungry while we're out there, let me know." 

Spider-Man nodded. "Okay. Thanks."  _Dad._ He blushed at how close the word came to slipping off his tongue. The more he thought about it, the more noticeable the parallel became. If only Ant-Man hadn't put the idea into his head. 

The _ping_ of a spear striking against the floor stirred him from his thoughts and summoned the room to silence. General Okoye stood in front of the king's throne, facing the group with a stern expression. All eyes and ears fixated on her.

"I will explain our mission for today. Listen well."

And Peter tried to listen. He really did. But the pain in his skull and the sting in his belly and the shivers rattling his bones made it difficult. His vision wouldn't stop waning in and out focus. His mind kept drifting off. Time seemed to be moving like a lazy, shallow stream. Everything was muffled and distant. 

Sluggishly, his eyes wandered to the left. Among the collection of iconic faces, one stood out. Golden and stoic, almost glowing.  _Steve Rogers._ A knot formed inside him when he remembered last night. What had happened. That he'd _seen_ him. 

At that moment, Cap turned towards him, eyes locking knowingly with his, as if he could hear his thoughts. Peter's heart skipped a beat, then skipped another when a hand tapped his shoulder.

" _Right,_ Spider-Man?" 

He blinked, gazing up at Mr. Stark blankly. The genius billionaire gazed back, cocking a confused and impatient eyebrow. Peter looked around and realized Cap wasn't the only one staring at him. Everyone was.

"Uh," he stammered, "right?"

Okoye frowned. "You will warn us if you sense danger with your abilities, yes?"

"Oh, y-yeah," Peter said, nodding fervently. "I will. Right." 

"Great," the general said. "Then we are ready to go."

Spider-Man paled.  _Holy shit. How long was I zoned out?_

As the group headed toward the runway, Peter stole another glance to his left. Steve stood unmoving against the exodus, still watching him with a thoughtful expression. His eyes seemed to pierce through his mask and unearth his soul. I was like he was waiting for Spider-Man to waltz right up and address yesterday's awkward encounter. Like he _expected_ it. Peter looked away quickly and stayed close to Tony's side.  _He remembers,_ he thought. Another headache to add to today's list.

The flight was a blur of nausea. His brain had been replaced by pillow stuffing. People kept asking him questions about being lost in the jungle, what it had been like, if he was fully recovered yet, but that all felt so far in the past. An eternity ago.

He did his best to answer, injected his voice with all of the enthusiasm he could muster, but this was getting bad.  _Really_ bad. 

 _Come on, Spider-Man,_ he thought helplessly, clenching his teeth to keep them from chattering.  _You've got to push through it. You've got to keep everyone safe. You can do this. Come on._

On the ground, the stimuli of the forest assaulted him with newfound power. The world was endlessly, _unbelievably_ loud. He didn't think the throb behind his eyes could get any worse, until it did. It felt like his head was being pulverized inside a blender. To his dismay, Okoye positioned him in the center of the group so that everyone could hear him in case he announced there was an attack incoming, which meant he had to keep pace with the others and maintain a constant facade of energy and vigor to avoid being discovered. Being beneath Tony Stark's religiously vigilant surveillance certainly wasn't helping either. He walked like he was being dragged by a chain, hands balled into shivery fists, feet heavy as cinderblocks, every step sapping the life from his bones.

Two and a half hours into the mission, a blessing. _"Yeka!"_ criedone of the Dora Milaje warriors leading the group. Everyone stopped in their tracks, leaving Peter dizzy with relief. While the Wakandans examined a suspicious area of brush, Peter leaned against a tree, savoring the break, sickly and sweaty. Thick droplets slipped down his back and face. His gloves were damp from how clammy his palms were.

 _"Your fever is getting worse, Peter,"_ Karen said softly.  _"I think you need to tell Mr. Stark."_

Spider-Man locked his knees to keep them from quaking. The rays of midday sunlight spilling through the leaves burned his eyes and skin like a thousand fires.

"N-no," he whispered back. "Don't. I can do this."

_"You're sick. You need rest. You're going to overexert yourself."_

"I'll rest after the mission," he promised. "Just s-switch on my AC. I'll be fine."

With a huff, Karen fulfilled his request, but the result was not what he was expecting. As soon as cold air started rushing across his skin, goosebumps followed, superseded by chills that made his whole body tremble like a leaf. He went from so hot to so cold so fast, a tiny gasp escaped him. This time, he couldn't make the shaking stop.

"N-never mind," he breathed. "Off. T-turn it off."

The frigid air ceased, but the feeling it left behind didn't. His core was ice even though his skin was still sweating bullets. He was so sick, so weak. And now the group was moving again. He had to stand. He had to go. His muscles quaked in protest.

_Can't give up. Can't._

Reluctantly, Peter lifted from the tree, taking one step forward. Nausea like he'd never experienced before immediately surged into his stomach, up into his throat. He froze, wide-eyed, knowing what was coming.

And that this time, he couldn't stop it.

"Kid?" Tony called, backtracking to stand beside him. He wasn't walking with the others, and looked a little stiff. "What's the holdup? We're headed out now."

Peter was silent for a moment, completely motionless except for a tiny shiver in his spine. His hands were clenched and his shoulders were hunched. Then he lifted his head.

"M-Mr. Stark, I..." he began. His voice was shrill and desperate. He sounded scared. A red flag flashed behind Tony's eyes. Before Stark could ask what was wrong, Spider-Man dashed into the woods.

"Kid?" Iron Man cried. "Hey! Wait!" He rocketed after him, startling the rest of the group. Spider-Man was fast, but not faster than him. He blasted through a wall of vines and caught Peter's arm, jarring the young hero to a halt.

"What the hell are you doing?" Stark snapped. "What's the matter with you? Are you _trying_ to get yourself captured again? You're endangering everyone on this mission!"

Spider-Man shook his head, fighting to escape Tony's grip. "W-wait, Mr. Stark, _please—"_

"What's going on? Out with it, now!"

For an instant, Peter stopped clawing at the gauntlet clamped around his wrist. He stared at Stark wordlessly, as if he was trying to think of something to say. The kid's emotions were hard to read when Tony couldn't see his face. He didn't understand what was happening with him. Was Peter's spider sense thing going off again? Was he freaking out about being back in the forest? Then, in one swift movement, Peter tore off his mask, bent over a bush, and vomited.

Tony's expression switched from anger to surprise to disgust. He released Peter's arm and took a step back, retracting his helmet into his armor. "Oh geez," he said, grimacing. Out of all of the answers he was prepared to deal with, _barf_ wasn't one of them. The poor kid was doubled-over so far, his forehead was nearly touching the ground. Stark's stomach turned at the sound of his retching. He didn't know what to do. 

 _"Everything alright?"_ Rhodey asked in his earpiece. The kid slowly rose upright as the episode passed, trembling violently, his guts emptied at his feet. He didn't say anything or turn around. He breathed in ragged, heavy gasps, sweat pouring down the back of his neck. As Tony studied the feeble, shivery teen, his rage and repulsion were gradually replaced by pity.  

"Give us a minute," he replied, then clicked off his mic. Hesitantly, he pulled a canteen of water from his suit and approached the wheezing kid. Tony held it to Spider-Man's quivering hand and placed his palm on his back. "Here," he said gently. "Wash your mouth out, then take a few tiny sips."

Silently, miserably, the kid did as he was told. Unlike himself, Stark assumed this wasn't something Peter had a lot of experience with. He also had a feeling that alcohol and/or anxiety weren't the cause. As he spit into the dirt, Tony caught small glimpses of the kid's face. He was sweaty, teary-eyed, and alarmingly pale. Peter returned the water once he was finished, and Tony accepted it with a frown.

"Peter, are you sick?"

 _"Peter has a fever of 106,"_ Karen blurted out, making the kid flinch.

"Karen..." he moaned in protest, hugging his stomach. But he didn't even attempt to deny it.

 _"106?"_ Stark exclaimed. He turned Peter to face him and withdrew his gauntlet down his arm, exposing his hand and pressing it to the kid's forehead. It was damp and hot— _sickeningly_ hot, like he'd been soaked in boiling oil. A quick scan from FRIDAY yielded the same result. He couldn't believe Spider-Man had hid this from him for this long. It must have taken every ounce of his strength, but by now the facade was long shattered. His eyes were red and downcast, his arms were limp at his sides, and his whole body was shaking with chills. Stark dropped his hand to Peter's shoulder. "Kid, why didn't you tell me? What the hell were you thinking, coming out here like this?"

Peter paused, swallowing defeatedly, his voice raw. "I just...w-wanted to protect everyone," he said. He slowly lifted his gaze, shame and sickness rolling off him in waves. "Everyone said I was the only one who could. If I didn't come, and s-somehow got hurt, then I..."

Spider-Man wavered, then stumbled. Stark caught him with a start. Peter blinked the fuzz from his eyes, realizing what had happened, but didn't try pulling away. He was exhausted from masking his symptoms for so long. He was so weak and tired, and he didn't have the energy to pretend anymore. He managed to stay on his feet, but most of his weight rested on Iron Man.

An idiot. A selfless, kindhearted idiot. The kid was killing himself trying to keep everybody safe. Stark knew he should've forced him to rest another day. He shouldn't have pressured him by saying his spidey sense was so integral to their mission. Peter would rather drag his half-dead butt through miles of ninety-five degree forest than put anyone else's wellbeing at risk. Tony wanted to be upset, frustrated, _livid_ at the kid for behaving so stupidly. If they had been attacked again, he would've been butchered in two seconds flat. And yet, all Stark felt was a sad sting of endearment. If there was anyone he was angry with, it was himself.

"Alright, come on,"  Tony sighed. He hoisted the sickly, half-conscious Spider-Man into his arms and held him in the least awkward way he could manage, cradling his head in the nook of his elbow. With a word to FRIDAY, he turned his mic back on.

"Hey guys, sorry for the delay. I need to take Spider-Man back to Birnin Zana." 

 _"What?"_ asked Natasha _. "Why?"_  

"He's sick or something. I don't know. He must have caught something while he was lost forest."

 _"Thistle fever,"_ Okoye and T'Challa said in unison. Stark saw the kid wince at the name.

"W-wait," he murmured.

 _"Does that mean we all need to head back?"_ Vision inquired.

 _"No,"_ Okoye said. _"We're too deep into the operation to cut it short now."_

"Wait," Peter mumbled again. Tony took the mask from his hand and pulled it half-over the kid's face, making him squirm. "No, I need...need to stay."

"You're not staying," Iron Man scoffed. "You can't even stand on your own."

"But...my spidey sense...s'only way—"

"They'll be fine," he assured him. "But if you stay out here, you won't be."

The kid fought him pathetically a few more seconds before finally slumping against his armor, his breathing coarse. Letting his head fall against his chest and his muscles go lax, he huffed miserably, trembling from head to toe. Tony had no idea how he'd lasted as long as he had without collapsing into the mud. Seeing the young superhero reduced to such a weakened state stirred up memories of the last time Stark had held him, memories that he'd fought to repress. On the boat, a bullet wound blasted through the kid's side, his body crumbling into a state of shock. In Avengers tower, when he'd rushed him to the doctors, his blood trickling down Tony's armor and on to the floor.

The thought made him shudder. He forced it from his mind.

"Sit tight, okay?" he said, voice soft. Holding the kid securely, Iron Man blasted off the ground and into the open skies. Peter was out before they broke the tree line. 

* * *

"I _knew_ this was going to happen." 

Stark looked up from the tablet at Peter's bedside and narrowed his eyes. "You did?"

"He came back from the jungle with a giant fever thistle rash on his shoulder. The illness tends to set in very quickly after exposure, so when he told me he wasn't feeling sick, I thought he might be one of the lucky outsiders who carries the immunity." Shuri sighed, filling a syringe with clear blue liquid. "Stupid."

Spider-Man lied on the table, panting quietly, half-conscious and shivering. He grimaced as Shuri stuck the needle in his arm, a small moan rising from his lips.

"His life is not in danger. He just needs fluids and rest. The sickness will pass in two days or less."

Tony let a slow breath of relief ease from his lungs. He sat back in his chair, running his fingers through his scalp. "So now what do we do? Just leave him here, let him sleep?"

"I would take him to his room. Make him comfortable. And definitely keep a bucket nearby."

As if on cue, Peter groaned, arching his spine. "M'gonna...be sick..." he murmured. His hand went to his mouth, and Stark and Shuri winced, sharing a look of alarm. Tony moved first, jumping to his feet and snatching the closest waste bin off the floor. With an arm around his back, he helped the kid sit upright and placed the bin in his lap. 

"Here," he said uneasily. Stark had barely lifted his mask past his nose before Peter was doubled over the bucket, puking up whatever meager contents were left in his stomach. As it went on, all Tony could do was rub his shoulders and pat his back and hope for it to be over already. Every bout racked the kid's entire frame and burned the walls of his throat. Each time he thought it was ending, he'd start gagging again. His hands shook as they gripped the bin, and tears pricked in his eyes. When it finally subsided, Stark had him rinse his mouth again. He did so with shivery movements, coughing into the bucket, his ragged gasps echoing back at him wetly. 

"You're okay kid. Easy. You're alright." He ran his hand up and down his back, trying to remember how his mother had comforted him when he was young and sick, feeling unqualified and clumsy as he tried to do it himself. Today more than ever made clear how taking on the role of Spider-Man's mentor required so much beyond simply offering wisdom and making spider suits. He wasn't just a superhero who could seriously benefit from some guidance: he was a kid. A strong kid—an _amazing_ kid—but still in need of comfort and nurturing the way all 15-year-olds were, especially when they felt like shit. He wished May was here. She'd know what to do. Peter needed his aunt right now, but all he had was Tony. Tony would have to do. Stark moved the bucket to the floor, then gathered the languid teenager back into his arms. 

"I'll take him, then. Get him settled."

"Let me know if you need help with anything," Shuri said, eyeing Spider-Man with a mixture of concern and sympathy. "It's shocking how much worse thistle fever is for those not from Wakanda. The White Wolf had the same exaggerated symptoms after he was exposed."

"The White Wolf?" Stark repeated. "Who's that?"

Shuri blinked at him. "Mr. Rogers' friend. Mr. Barnes."

Tony's jaw clenched at the name, but he held his tongue. "Thanks for your help," he said in a low voice. He shifted the kid's weight closer to his chest, then left the medical bay.

As Stark carried Peter down the labyrinth of criss-crossing hallways, the teen continued to twitch and shudder. He was a limp blob of moans and sickness—a far cry from the lively and cheerful kid Tony was used to having around. Peter squirmed, moving his hand to his belly and whimpering painfully.

"Oh god..." he mumbled. Stark rounded the corner that led to his room.

"Please don't puke yet. We're almost there."

He pulled at the suit where it laid on his stomach, bunching it up in his fist. "Ugh. This is just like the s-spider bite all over again..."

Tony looked down at him as he opened the door. "The spider bite?" he said. "The one that gave you powers? It made you sick?"

Peter nodded weakly. "Fever. Puking. All of it."

"Really? What did your aunt think it was? Stomach flu?"

He shrugged, letting his head roll to the side. "She was at a w-workshop in Jersey. Didn't want to worry her, make her leave."

Stark stared at him thoughtfully. The door clapped shut. "So...you went through all of this. Alone." He pulled off his mask now that there was no one to see, revealing the pallid and lifeless face underneath. Peter's lips lifted into a half-hearted smile.

"I had WebMD and a fish named Obi-Wan," he said. "But Obi-Wan died two days later. RIP."

Tony pulled back the sheets and gently laid him in the bed. "I'm sorry, kid. That must've been hard."

"It's okay. Obi was kind of an asshole."

"I meant the spider bite," he snorted. "Being by yourself when it happened." He pulled the blankets up to his chin and sat down on the side of the bed. "When did you realize you had powers?"

Peter frowned in thought. "Well, the next morning, I woke up on the bathroom floor feeling a _lot_ better. And then I was hungry, so I went down the street to get pizza. Walked into the road. Wasn't paying attention. Car should've killed me, but..." He blinked sleepily. "Jumped over it."

"I bet that was quite the shock."

The kid was silent for a beat. His expression was glazed and lethargic. He released a shaky breath, his eyes wandering off to the side.

"I'm sorry."

"For what?" Stark asked.

"For not telling you. About, y'know, being sick."

The corner of Tony's mouth twitched. "Yeah, well, l could get mad at you, but I think you're getting enough punishment as is."

Peter hinted a small smile, but it didn't last. "I d-didn't want anyone dying cuz of me," he whispered. "That's all."

Stark nodded despondently. "I know. I get it. But you've already done more than all of us combined to help the people here. You don't need to be going and getting yourself killed to top it off. Once you're healthy, you can help again. But as far as now goes..." Tony stood and took the cup from his bedside table. He refilled it in the sink and stole the trash can from the bathroom, bringing both to the kid. "...here. Water and a puke bowl. I'll get you some food later."

"Please don't," Peter groaned. "I'm never eating again." Stark set the bin on the ground, and Spider-Man squeezed his eyes shut, a shiver shooting through him. "Ugh, my _head."_

"Your head hurts too?"

"Everything hurts," he whined. Tony held the cup out to him, but he turned away with a grimace. Stark returned it to the nightstand.

"Just try to sleep, okay? And sip some water every now and then." After a small hesitation, he leaned over and ruffled the kid's hair. Peter looked up at him sharply, a glimmer of surprise and fear in his eyes. When Stark noticed and realized why, a pang nicked his heart. He tilted his head to the side. "Do you, uh...want me to stay until you fall asleep?"

A memory of Uncle Ben saying those exact same words suddenly flashed through Peter's mind, so clear and real it was uncanny. Him in bed, about ten or so, coughing and sniffling. Ben at his side, running his fingers through his hair. 

 _"Sorry, bud. Being sick sucks, I know. Just try your best to go to sleep. Do you want me to stay until you fall asleep?"_  

Staggering back to reality, blush immediately bloomed across the kid's face. "N-no, it's okay," he said quickly, averting his gaze. "I'm fine, Mr. Stark. Promise."

Tony paid no attention to his response, for his mind was already made up. He grabbed the lounge chair from the corner and scooted it up to the bed, making Peter redden deeper.

"R-really, it's fine. You don't have to stay. I'm not six." Another blaze of nausea coursed through his system, causing him to quake and moan. He held it back forcefully, gasping. A fresh line of sweat beaded along his brow and dripped down his face. This one passed, but not without taking all his energy with it.

"I'll stay because I want to stay," Stark said obstinately, reclining into the cushions. "You just sleep. I'll be here if you need me."

Embarrassment itched at his skin. Despite how childish it was, Peter couldn't refute the relief he felt, knowing he wouldn't be left alone to suffer through this. Not again. 

So, swallowing his pride, he let his eyes flutter shut, melting into the plush pillows and cozy blankets. "Will...will you wake me when the others get back?" he asked in a small voice. 

Tony smiled softly. "Alright," he replied.

It took hours of tossing, turning, and dry heaving for him to finally conk out. Stark guessed he was more fainted than he was asleep, but at least the kid was getting the rest he so desperately needed. In part, anyway.

* * *

The sound of quiet, muffled voices roused him from his nap. Tony blinked in the dark room, surprised that he'd managed to nod off. On the bed in front of him, a head-full of brown hair was snuggled among the mounds of sheets, facing the opposite wall.  _Still sleeping,_ he thought, watching the lump in the middle rise and fall with the kid's gentle breathing. Seeing Peter dozing in peace put him at ease. Then the voices grew louder, and Tony frowned at the door.

"Hey," he hissed, stepping into the hallway. From the noise, Stark had expected a large group, but was stunned to discover the entire Avengers team at present standing on the other side, turning towards him quickly. Everybody, together, milling cheerfully, scuffed and scratched in a few places, but all in one piece. It looked like a scene out of some fantastic, elusive dream. 

"Hey Tones," Rhodey said with a smile. "We're back." Stark shut the door carefully behind himself. 

"Yeah, I got that," he snorted. "Keep it down, alright? Kid's trying to sleep."

"Aw, he sounds like you," Natasha said, bumping Clint's shoulder. The master assassin shrugged off his utility vest and hesitantly met Stark's gaze.

"Is he, y'know, doing okay? How bad is it?"

Tony had a feeling Peter wouldn't want him telling the Avengers the details of his ailment, but as they all stared back at him with a similar look of curiosity and concern, he worried they might burst if he didn't. A part of him was happy that they cared, but another part was unsettled by it. He didn't feel like they were _allowed_ to. Stark was weirdly possessive towards Spider-Man; he didn't want to admit it, but it was true. He crossed his arms and cleared his throat, conflicted inside.

"Well, pretty bad. Not life-threatening or anything, just gross. Poor kid's been puking all day."

"Yeesh," Ant-Man groused. "Been there. Not fun at all." His helmet vanished into his suit. "That's crazy—he seemed fine this morning."

Tony rubbed at his temple. "It's interesting how the kid suddenly gets better at lying when it involves endangering himself for the benefit of others. It's like an extra superpower."

"He should know the tracker he planted secured the mission's success," Steve said. "The Hatut Zeraze's leader escaped, but we captured seven key insurgents and freed the prisoners held captive at the northernmost base. It's the first win we've had in weeks, and hopefully not the last."

Stark scrubbed a hand across his face to hide a proud smile. "Once he's awake, I'll let him know. He was really worried he'd ruined the whole operation." He knew Peter would be mad that he hadn't woken him for the Avengers' return, but it was for his own good. The sickly hero needed all the shut-eye he could get.

"He's bound to ruin _himself_ at this rate," Sam scoffed. "Shot, captured, injured, sick. Kid's got some kind of curse." When Tony gave him an unamused look, Sam coughed and leaned against the wall. "But, um, is there any way we can help? I can, I don't know, make him a card. Do they sell 'Get Well Soon' balloons anywhere around here?"

"For now, he just needs rest," Stark sighed, pinching the bridge of his nose, "and I need a damn cup of coffee."

"Right behind you," Rhodey concurred. "The dark roast here is _life-changing."_

As the pair trudged towards the stairs, Tony yawned and glanced over his shoulder. "Will someone let me know if the kid wakes up? The moaning and gagging should be a pretty clear tell."

The rest of the group nodded, feeling a little less dysfunctional than usual. Experience had taught them Spider-Man tended to have that affect.

* * *

On a balcony in a nearby coffee bar, Rhodes and Stark found a table that looked out over the beautiful, bustling city. An airship whizzed by, stirring no reaction from the locals, but making the two Americans gape in wonder. Tony finished off his first cup within minutes, wiping the foam from his lips.

"Your legs bothering you at all?"

James shook his head. "Nope. Getting stronger every day."

"If the braces aren't working just right or you have any upgrades in mind—"

"They're perfect, Tony," he chuckled, stirring a lump of sugar into his coffee. His spoon clinked against the sides. "Besides, you've got bigger things to worry about right now."

"Helping Wakanda is important, yeah. But you always come first, Rhodey."

"Not anymore," he said, looking up with a smirk. "And that's not what I meant."

Stark frowned. "What, the team? You know as well as I do that we're still in splinters at this point, and I'm not particularly interested in trying to piece all that back together in the next week."

Rhodes stared at him helplessly. "Wow. You're just as dense as you ever were."

"What? What are you—?"

"The _kid,_ Tony," he scoffed. "You're worried about the kid."

Stark blinked at him, taken off guard. "Oh. Uh, yeah, I guess." A passing waiter filled his mug again. The smell alone was revitalizing. 

"You _guess?"_ Rhodey snorted.

"I mean, he's sick, but he'll be fine. It should be out of his system by tomorrow." 

"Not just him being sick," Rhodes continued, narrowing his eyes. "You're worried about him. As a person. Like, all the time."

Tony sipped his coffee uncomfortably. "Is that...a problem?"

"No," he giggled, "it's just that I've never seen you this way before. It's cute."

"I don't worry about him _all_ the time," Stark muttered, dumping the rest of the sugar into his cup. "I should, though, with how reckless he is. It's like he gets some sick kick out of tearing my nerves to shreds."

"You sound like your mom, you know that?" James laughed. "Of all the things I thought you'd eventually become, _paternal_ wasn't one of them."

Stark's face grew warm. "I'm not—it's not— _paternal,"_ he grumbled. "I just...want to protect him. He's a good kid. A great kid. Living in a shit world."

Rhodes raised an eyebrow. "Does that... _not_ sound paternal to you? 'Cause from where I'm sitting, sounds pretty damn paternal."

Tony rolled his eyes. "Whatever. I need more sugar."

James leaned toward the stubborn billionaire, resting his elbows on the table. "Why can't you just admit that you care about him?"

A startled expression crossed Stark's face. "What? I haven't—I never...said I didn't. Of course I care about him." He stared sideways behind his cup. "Why are you being so aggressive all of a sudden?"

"Because that kid? Whoever he is, outside all of the powers and costumes? He needs you, Tony. He needs to know how much you care. You can't half-ass something like this. In the very short time I've been around him, I've learned he doesn't have a mom, doesn't have a dad, he looks up to you as his biggest role model, and he's been through more shit than anyone his age should ever have to. What is he, eighteen? Nineteen?"

Tony gazed at him numbly, shocked by his friend's bluntness and perception. A knot formed in his chest. His left hand started trembling beneath the table. He lowered his gaze.

"He's...fifteen," he answered quietly. Rhodey's lip twitch.

"Fifteen," he repeated back. His features were hard, cold, stern. Tony burned beneath his glare, his heavy words weighing in his gut. He exhaled, throat tight, then palmed his face in his hand.

"This kid...he's going to be the death of me, Rhodes. I don't know what to do. He's so kind and smart and strong, and I'm..." He glanced up sharply. "Why does he look up to me? Why does he think I'm so damn great? I'm _not,_ Rhodes. You know I'm not. I'm the last person he should want to be like. He's gone through hell because of me, and worse is coming if what's been in my head all these years comes to pass. Every time I try to help, I just make things worse. Taking on an army of freaking _aliens_ isn't as daunting as this. I'm not cut out for it. I'm not enough. I can't be what he needs me to be. I just...I can't..." 

Stark hung his head, his breathing sharp and shaky. Rhodey's eyes softened as he looked at his friend. He reached across the table and gripped his shivering arm, speaking gently. 

"You can, Tony. I've seen it. The fact you're so worried about him all the time is proof enough. You are exactly what this kid needs." He other hand went to his shoulder, giving it a firm squeeze. "And you're not alone, you know. I can help. _We_ can help. All of us. If there's one thing this shambly mess of a team can agree on, it's that we want what's best for the kid. Ever heard that old African proverb 'it takes a village to raise a child'? Those dudes knew what was up." 

Stark blinked, lifting his weary gaze. "I'm not raising him," he said hollowly. "His aunt is. That's the worst part of it. I don't carry _half_ the responsibilities she does, and I still can't follow through."

"You just have to be open with him. That's all." He shrugged. "And, y'know, maybe give him a hug every once and a while."

"You know I'm not good with the whole 'being open' thing. I never have been."

"Is this a bad time for a _title of your sex tape_  joke?"

Tony sat back defeatedly. "You're the worst," he sighed, but a bitter smile pulled at his lips. He took another sip of coffee. It had gone cold.

"Whether you like it or not, you're this kid's idol," James continued. "So own it. Teach him how to avoid making the same mistakes you did. Be a constant in his life for hero and teenager problems alike. You've got this. I know you do. You two bring out the best in each other." He chuckled into his mug. "And sometimes the worst."

Stark smiled solemnly at his old friend. His hand curled and flexed as the shaking receded. "Thanks, Rhodey," he said. "I guess you're like...my idol. Or something."

Rhodes choked on his drink and grasped his chest, coughing with laughter. "Oh god. You _are_ bad at this."

They shared a chuckle, gazing across the dazzling skyline again. Another plane passed, whistling like wind through dry wood. 

* * *

Cap was alone in the hallway when the noise met his ear. The kind of sound that twisted your insides and wrinkled your nose. Someone was throwing up. Violently. Endlessly.

He'd volunteered to stay and monitor the kid while the others got dinner. He was supposed to tell Stark when he woke up, but Steve didn't know where he was, or how quickly he could get here if he found a way to contact him. And from what he could hear, Spider-Man needed help _now._ He couldn't just leave him like that, sick and alone. In another life, when his body was frail and constantly riddled with illness, Cap had grown familiar with such suffering. He knew how painful and lonely it could be, how helpless it made you feel. He wouldn't allow the kid to endure it.

Neither Tony nor Spider-Man were going to be happy with him, but he couldn't look the other away. Reluctantly, Steve walked up to the door, rapping his fist against the wood. "Kid? You alright in there?"

No answer came. The nauseating sound continued. Steve slowly gripped the handle and turned.

"Spider-Man?" he called. He peered into the room, squinting through the darkness. It took him a moment to find the occupant, even as light from the hall spilled on to the bed. Because, as he quickly realized, the occupant wasn't on the bed. Spider-Man was curled into a ball, sitting on the floor, gagging into a trash can. Abandoning his cautious approach, Steve stepped into the room. 

"It's okay, kid," he said, rushing to the side table and switching on the lamp. "It's alright." He kneeled down beside him, placing a hand on the back of his neck. It was blazing hot and soaking wet. It seemed his whole body was. Spider-Man couldn't even acknowledged his presence as he choked and spit piteously. His hands and shoulders shook. His skin was teeming with goosebumps.

It took another minute for it to end. Steve waited until he was sure he was through before offering him the water. Spider-Man accepted it without looking up, sipping sporadically and struggling to slow his breathing. When he was finished, he leaned back with a dazed expression, resting against the side of the bed. His eyes were vapid and tearful. 

"It's over now. Just breathe, okay?"

The kid blinked drowsily. His gaze followed the voice, wandering a while before falling lazily on Cap's face. One look, and Steve's suspicions from the night before were confirmed. It was the same kid who'd rammed into him in the hallway. It was Spider-Man, in the flesh, unmasked. Since the first day Steve had seen Spider-Man in person, swinging in from above to steal his shield in Germany, he had always wondered what the kid underneath might look like. The revelation was more startling than anticipated. He had expected a young face, but this was different. Spider-Man really and truly was a _kid._  The longer he stared at him, the more obvious it became. He looked like he should be starring in a Disney Channel made-for-TV movie rather than fighting terrorists in a foreign country. The fact that he was sick made him seem even more young and pitiable. He was pale, shivery, and small. Steve watched a wrinkle form along the kid's brow as he stared at him lethargically. Then, in an instant, the fog cleared. Spider-Man jolted, his eyes going wide.

"You—Mr.—C-Cap?" he stammered hoarsely, voice shrill. A hundred emotions flashed across his face at once—predominantly panic. He pressed closer to the bed, pulling his knees to his chest. His suit lied in a heap across the room: discarded to combat the fever, Steve assumed. He was an entirely different person without it.

"Yeah. Sorry. I heard you getting sick, and I didn't want to just leave you here without someone to..." He paused, the shock still evident in the kid's expression. He felt like he'd really crossed a line. "I can...go get Tony. If you'd like."

Spider-Man gawked at him a second longer, tense and short of breath. Then he dropped his gaze, blush rising in his cheeks. "N-no, it's fine," he said. "I'm fine." He swallowed, scrunching his toes against the floor. "I'm...um..."

"Spider-Man," Steve finished for him. The kid winced and glanced up at him. A look of defeat washed over his eyes.

"Are you gonna tell the others?"

"Tell them what?" Steve asked.

"That you know." 

"That I've seen what you look like? What harm would that do?"

Spider-Man worried his fingers together against his legs. Steve felt a pull in his chest.

"No, I won't tell them. Not if you don't want me to." Giving in, Cap sat down the rest of the way to the floor. Spider-Man winced back, still incredibly on edge. "But...you should know you don't have to hide from them. They're good people who care about you. And they know how to keep secrets."

The kid nodded riggedly. "I know, I know, I just..." He bit the inside of his cheek.

"You're smart. Cautious. I understand. Don't feel like you have to do anything."

Spider-Man huffed out a long breath, burying his face in his arms, as if the gravity of the situation hadn't struck him until then. "Oh my god," he murmured, hunching his shoulders. "I can't believe I just threw up in front of Captain America..." 

Cap barely stifled a snort, but a smile bled through his defenses. "Don't worry about it," he insisted, scooting the trash bin to the side. "We've all been in your shoes at some point in our lives."

"Unable to help fight bad guys with the Avengers because you're too busy puking in a secret African country?" he inquired, voice muffled. Steve chuckled.

"Okay, well, maybe we all haven't been through your _exact_ predicament. But I know at least one of us has."

Spider-Man lifted his head and tilted it to the side. "Who?"

"Bucky. First week out of cryo, he took a walk around the perimeter. Got his leg caught in some weird spiky plant. When he woke up the next morning, he was just like you. Feverish, exhausted, and hunched over the toilet all day, barfing his guts out. Not a fun couple days for him."

The kid blinked in disbelief. "Really? That's so weird. I literally can't picture him like that no matter how hard I try. He's so fierce and intimidating-looking. I feel like he could just punch the sickness out of himself."

"He's not all hard edges," Steve said. "He's human, just like you and I."

Spider-Man stared at him with innocent, curious eyes. He went quiet for a moment, deep in thought. It was a lot easier to tell what he was thinking and feeling when he didn't have his mask on. But right now, Steve was having trouble reading him. Then he spoke.

"Mr. Rogers, why does Mr. Stark hate Bucky so much?" 

Steve's expression immediately darkened. His gaze became ice. His jaw tightened. The moment Peter had picked up on the deadly tension between the Winter Soldier and his mentor, he knew there must a daunting reason for it, something that nobody wanted to tell him. A dark secret. He had meant to ask Cap about it since he got here, but he'd never come across the right opportunity. Until now.

"Mr. Stark told me to stay away from him," he continued. "He told me he was dangerous. Everyone knows that Mr. Barnes is different now, that it was Hydra who made him do all that bad stuff in the past. But Mr. Stark still doesn't trust him." He looked up at Steve nervously. "Do you know why?"

Cap was thoughtful and troubled. Peter waited for him to give him the runaround, the way older superheroes always did. Steve heaved a loud sigh.

"I lied to Tony about it for so long. That only made it worse when he finally did find out." He locked his gaze with the kid's. His eyes were heavy with guilt and sadness. "I won't make the same mistake with you."

Peter's heart thumped a little faster in his chest. Steve folded his hands in his lap.

"When Bucky was being controlled by Hydra, they made him assassinate people. Anyone who they pegged as a potential threat. Using whatever the hell they put inside his head, they forced him to kill for years."

Peter shivered. He couldn't imagine what that would be like.

"Hydra targeted important figures all over the world. Bucky and other super soldiers were sent to eliminate them. In 1991, Bucky was ordered to kill two threats to Hydra's operations: a rich and powerful engineer who had been antagonizing them since the beginning, and his wife." Steve sat up straight, pulling at the bottom of his beard. "Howard and Maria Stark. Tony's parents."

Shock sprawled across the kid's face. His blood ran cold. Steve's gaze remained steadfast. 

"He...succeeded."

Silence. The room felt chilly all of a sudden. Peter's goosebumps returned. His hands were frozen against his knees.

"You mean...he..." The kid swallowed slowly. "Bucky killed Mr. Stark's parents?"

Cap nodded, letting his eyes finally drop to the floor. "Tony has every right not trust me or Bucky. What we did to him was unjustifiable. Even though Bucky wasn't in control when he killed them, no one can blame Tony for still holding a grudge or being wary of him. He was only 21 when they died, and he was led to believe that it had been an accident his entire life. He only learned the truth a few months ago. I’m sure he’s still trying to process it all." Cap inhaled and exhaled carefully. "I should have told him sooner. I just wanted to protect my friend. Like how Tony’s trying to protect you."

Peter let the new and startling insight soak in. It explained a lot, the longer he thought it over. Why Mr. Stark kept so much distance between himself and Cap’s side of the team. Why the fallout after Germany had left everyone so disjointed. Why Mr. Stark was so adamant that he stay away from Bucky. Why he’d asked Peter about his response to the murder of Uncle Ben.

"That's...really sad," he said quietly. "For both of them. Everyone."

"It is," Cap agreed. "It's a complicated situation, and I'm not going to try and tell you how you should feel about it. That's up to you. I just wish things didn't have to be like this. I wish everything could go back to the way it used to be, when we are all on the same team. We were never completely functional, but..." He sighed. "I don't know."

"Thank you, Mr. Rogers. For, um, telling me." Spider-Man stifled a yawn behind his hand. "I'm sorry. I wish there was some way I could help."

Steve's mouth curved into a smile as he stared at the sickly kid. He could see why Stark was so protective of him. If there was anyone who could melt the shell surrounding that man's broken and calloused heart, it was the young hero sitting on the floor in front of him, half-asleep and shivery with chills. Cap laid his hand on his shoulder.

"You are, kid. Just by being here, you are."

Before Peter realized it, Captain America was scooping him up and placing him back in bed. He laid him down slowly, guiding his head to the pillow. Peter blinked with sluggish surprise.

"Your tracer saved the mission, by the way. We caught seven bad guys today."

He looked up at Cap with wide eyes. "Really? Was everyone okay? Did anyone get hurt?"

"Everyone's fine. No major injuries." Steve chuckled amusedly. "You sure worry about others a lot, when you should really be worrying about yourself."

The kid shrugged, rubbing his face with his hands. Cap moved the trash bin closer to the side of the bed.

"Sorry again about...seeing you. I'll keep it to myself." He switched the lamp off and crept back to the door. "See you tomorrow, Spider-Man."

"Um, y-yeah," he said shyly, offering him a tiny wave. "See yah." The light from the hall shrunk into a smaller and smaller sliver until it was hardly visible, leaving the rest of the room shrouded in darkness. 

 _That's four._ Four people who had seen Spider-Man's face. Four people that  _knew._ Unlike Stark, Peter did trust Cap. That didn't mean he wasn't still shaken by the fact that he had truly and honestly _seen_ him. His front was being chipped away more and more every day he was here. He didn't know how much longer he could keep the facade afloat.

He also didn't know how to feel about Bucky and Mr. Stark's predicament. It was so tense and disturbing. Bucky had _killed_ Mr. Stark's parents. But it hadn't been him. But in a way, it _had._ Peter tried to imagine how he would react if he was in Mr. Stark's position, if he was standing right next to the person who had flown his parents to their deaths, but was told that they had been forced to do it. He didn't know what he would say. He didn't know what he would do. It was such a weird and difficult bind to be in. 

Suddenly, Peter heard Cap yell from the hallway. A muffled  _what the shit_  followed by something bumping against the door and pushing it open. A black creature strode into the room, its eyes bright and green. Peter sat upright with a grin.  

"Ikati!" he said cheerfully. "Hi girl!" Without missing a beat, the panther hopped on to the bed, making the springs creak. Peter blinked as she stalked up to him and laid down at his side, resting her head on his belly and purring deep in her throat. Her whiskers tickled tremendously. He was surprised she still knew who he was even without his Spider-Man suit on. Across the room, Steve peeked through the doorway.

"Um, should I...? Are you...?" Then he turned away, shaking his head. "Whatever. Night, kid."

After nuzzling him with her big nose for a while, Ikati moved to the foot of the bed and curled into a fuzzy, menacing lump. Peter fell asleep faster knowing she was there. Her purring sounded a lot like his white noise machine.

When Tony and Rhodes returned to the Avengers’ quarters, Stark broke off to check on the kid. It was getting late, and Peter hadn’t been able to keep anything down the entire day. If he was feeling any better, he’d like to try getting some food into him.

But after stepping into the room and discovering the massive carnivore standing guard over the sleeping teen, which growled lazily at him when he tried to wake Peter up, he decided he could hold off on the food until morning. His attempts to shoo the panther away proved just as futile. _Guess those things are like house cats around here,_ he thought, irritable with defeat, settling into the chair beside the bed. Just because T'Challa's pet had taking a liking to him didn't mean he was going to let the kid sleep in here alone with it. Peter's ability to garner affection from others was truly astounding. Not even wild animals could resist him. He was like a damn Disney princess. 

There were a lot of things to address and unpack between them. Those things could wait, at least for one more night.


End file.
